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O-42-07 06/11/2007VILLAGE OF LEMONT ORDINANCE NO. () t( el_ ,o 7 AN ORDINANCE AUTHORIZING THE EXECUTION OF AN ANNEXATION AGREEMENT FOR A 4.62 ACRES LOCATED ON MAIN STREET WEST OF WALKER ROAD (HERITAGE PARK) ADOPTED BY THE PRESIDENT AND BOARD OF TRUSTEES OF THE VILLAGE OF LEMONT THIS 11th DAY OF JUNE, 2007 PUBLISHED IN PAMPHLET FORM BY AUTHORITY OF THE PRESIDENT AND BOARD OF TRUSTEES OF THE VILLAGE OF LEMONT, COOK, WILL AND DUPAGE COUNTIES, ILLINOIS, THIS 11TH DAY OF JUNE, 2007 ORDINANCE NO. [i °V,4.6) i AN ORDINANCE AUTHORIZING THE EXECUTION OF AN ANNEXATION AGREEMENT FOR A 4.62 ACRES LOCATED ON MAIN STREET WEST OF WALKER ROAD (HERITAGE PARK) 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, WILL, AND DuPAGE, ILLINOIS, on this 1 l th day of June, 2007. DEBBY BLATZER PETER COULES CLIFFORD MIKLOS BRIAN REAVES RON STAPLETON JEANNETTE VIRGILIO Attest: AYES NAYS ABSENT ABSTAIN V f v Approved by me this 11th day of June, 2007 JOHN;.. PIAZZA, ;//," "144- 2 .1, ent CHARLENE M. SMOLLEN, Village Clerk VILLAGE OF LEMONT ANNEXATION AGREEMENT Heritage Park ARTICLE TITLE I Annexation II Zoning and Land Use Restrictions III Required Improvements IV Dedication and Construction of Streets, Sidewalks; Donations; Miscellaneous V Easements and Utilities VI Contributions and Annexation Fee VII Development Codes and Ordinances and General Matters VIII Approval of Plans IX Notice of Violations X Maintenance Bond XI Damage to Public Improvements XII Binding Effect and Term and Covenants Running with the Land XIII Notices XIV Certificates of Occupancy XV Warranties and Representations XVI Continuity of Obligations XVII No Waiver or Relinquishment of Right to Enforce Agreement XVIII Village Approval or Direction XIX Singular and Plural XX Section Headings and Subheadings XXI Recording XXII Authorization to Execute XXIII Amendment XXIV Counterparts XXV Curing Default XXVI Conflicts Between the Text and Exhibits XXVII Severability XXVIII Definition of the Village XXIX Reimbursement of Costs XXX Execution of this Agreement EXHIBIT TITLE A Legal Description of TERRITORY B Plat of Annexation, prepared by DJA C Building Elevations, prepared by Shalvis Group, P.C. D Two sample boards, brick and stone E Preliminary Site Plan, prepared by DJA Engineering Plan, prepared by DJA G Landscape Plan, prepared by Beary Landscaping -iv- ANNEXATION AGREEMENT Heritage Park THIS ANNEXATION AGREEMENT (hereinafter, "Agreement "), is made and entered into this _th day of , 2007, by and between the VILLAGE OF LEMONT, a municipal corporation within the Counties of Cook, DuPage and Will, in the State of Illinois (hereinafter referred to as "VILLAGE ") and Lemont Properties of Illinois, LLC (hereinafter referred to as "OWNER "); the VILLAGE and OWNER are hereinafter sometimes referred to individually as a "Party" and collectively as the "Parties"; and; WHEREAS, OWNER is the owner of record of the real estate (hereinafter referred to as the "TERRITORY ", the legal description of which is attached hereto as Exhibit A and by this reference made a part hereof; and, WHEREAS, OWNER filed a Petition for Annexation of the TERRITORY to the VILLAGE (hereinafter, the "Petition ") that requested annexation of the TERRITORY subject to execution of an annexation agreement acceptable to the OWNER and the VILLAGE; and, WHEREAS, the TERRITORY has not been annexed to any municipality; and, WHEREAS, the TERRITORY constitutes an area that is contiguous to and may be annexed by 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 Agreement; and, WHEREAS, the VILLAGE will 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 resulting from annexation of the TERRITORY shall extend to the far side of every highway adjacent to the TERRITORY and shall include all of every adjacent 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 said provisions of the Municipal Code, the corporate authorities of the VILLAGE duly fixed a time for and held a hearing upon a proposed annexation agreement, in substance and form substantially the same as this Agreement, and gave notice of said hearing; and, WHEREAS, the corporate authorities of the VILLAGE considered annexation of the TERRITORY described in the Petition and determined that the best interest of the VILLAGE will be met if the TERRITORY is annexed to the VILLAGE and developed in accordance with the provisions of this Agreement. NOW, THEREFORE, in consideration of the foregoing recitals and of the covenants, conditions and agreements herein 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 for the 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. Upon adoption of an ordinance annexing the TERRITORY to the VILLAGE, the Village Clerk shall cause a copy of said ordinance and said Plat to be duly recorded with the Cook County Recorder, and duly filed with the Cook County Clerk. The Village Clerk shall also send notice of annexation of the TERRITORY to the Cook County Elections Department and the U.S. Post Office branch serving the TERRITORY by certified or registered mail. II ZONING AND LAND USE RESTRICTIONS 1. Zoning Classification, Special Use for Planned Unit Development. 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 VILLAGE zoning ordinance, as amended, as R -6 Muli- Family Residential District with a special use for a Planned Unit Development.. Prior to the date of this Agreement, such public hearings necessary to enable the VILLAGE lawfully to grant said zoning classification and variances as to the TERRITORY were conducted upon proper notice, and no further action need be taken by the OWNER to cause the TERRITORY to be classified as R -6 Multi- Family Residential District with a special use for a Planned Unit Development once the TERRITORY is annexed to the VILLAGE. The TERRITORY shall be developed substantially in accordance with Exhibit E, the Site Plan, prepared by Dave Johnson and Associates, Ltd, and Exhibit G, the Landscape Plan. Exteriors of buildings will be in compliance with the Proposed Street Elevations Exhibit C, and sample materials, Exhibit D. -2- 2. Building Permits. 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. 3. Stop Orders. 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 10 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. 4. Ordinance Amendments. It is understood and agreed, except as otherwise provided for herein, the Zoning Ordinance, Subdivision 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. In the case of a comprehensive amendment to the VILLAGE'S Zoning Ordinance, the TERRITORY shall be designated the zoning district most comparable to the R -6 Multi- Family Residence District and permitting multi - family residential development. 5. Subdivision. Subsequent to the annexation and zoning of the TERRITORY, but prior to commencing construction work, OWNER shall submit, and the VILLAGE shall cause to be approved, a Preliminary /Final Plat of Subdivision of the TERRITORY that is substantially similar to the plat of annexation (Exhibit B), site plan (attached as Exhibit E), and preliminary engineering plan (attached as Exhibit F) with regard to lot sizes and configuration, location of streets and utilities, and provision of storm water management facilities. Prior to Final Plat of Subdivision approval the following conditions must be met: a. Prior to final plat approval a Final Engineering Plan shall be submitted for review and approval by the Village Engineer. b. Prior to final plat approval a Final Landscape Plan shall be submitted for review and approval by the Community Development Director. c. Decorative street lights shall be used instead of the standard street lights with the following conditions: i. The Village Engineer shall approve of the decorative light standards (pole and luminaire); ii. The Village Engineer shall approve the photometric plan for the decorative light standards (pole and luminaire); iii. The developer shall provide the Lemont Public Works Department with additional poles and luminaries in a number as prescribed by the Lemont Public Works Department. d. Developer will form a homeowners association for maintenance of all common areas within the annexed property. Homeowner covenants shall be provided to the Community Development Department for review and approval. 6. Declaration of Covenants. Concurrently with recording of the final plat of subdivision, OWNER shall record a Declaration of Covenants, Conditions and Restrictions for Heritage Park Subdivision in the form presented to and approved by the VILLAGE. III REQUIRED IMPROVEMENTS 1. Water Supply. OWNER/DEVELOPER shall construct and install at his expense all necessary on -site water main, valves, hydrants, service lines and other necessary appurtenances to service the TERRITORY. The source of water supply for the TERRITORY shall be from the existing VILLAGE water main at the intersection of 4th Street and Main Street in Lemont. All water mains shall be constructed and installed 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 water mains to the water facilities of the VILLAGE and to furnish water service to residences constructed in the TERRITORY on the same basis as water service is furnished to other parts of the VILLAGE. 2. In addition to all necessary on -site water main, valves, hydrants, service lines and other necessary appurtenances, the shall design an off -site water main extension between the TERRITORY and the existing VILLAGE water main at the intersection of 4`h Street and Main Street in Lemont, and shall be responsible for the extension of the water main from said intersection to the TERRITORY. The OWNER/DEVELOPER shall be responsible for securing all necessary easements to extend the water main and for all required permits for construction of the water supply system, including but not limited to permits or approvals from governments or agencies other than the VILLAGE. 2. Sanitary and Storm Sewers. OWNER shall construct and install at his expense all necessary sanitary sewers and storm 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 -4- the sanitary sewer facilities of the VILLAGE and to furnish sewer service to houses constructed in the TERRITORY on the same basis as sewer service is furnished to other parts of the VILLAGE. OWNER 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. All storm water detention areas and storm sewers shall be owned and maintained by the Homeowners' Association. IV DEDICATION AND CONSTRUCTION OF STREETS, SIDEWALKSi DONATIONS; MISCELLANEOUS 1. Streets. OWNER shall construct at its expense all streets, internal drives and parking areas as shown on the Site Plan in accordance with the Subdivision Regulations of the VILLAGE and final engineering plans approved by the VILLAGE. Also, OWNER shall be required to keep all public streets adjoining the TERRITORY free from mud and debris generated by any new construction activity on the TERRITORY. Such streets must be cleaned at least once a week, and more often if required by VILLAGE in its sole judgment. For each day that the streets are not cleaned as required hereunder during construction, OWNER shall be subject to a fine as provided in the Subdivision Regulations. If any such fine is not promptly paid, the VILLAGE shall have the right to stop any and all further construction until paid. 2. All public improvements, which shall be completed within two years after commencement of construction, shall be inspected by the VILLAGE upon completion and if they are found to be in compliance with the requirements of the VILLAGE'S Code and in accordance with the final engineering plans they shall thereupon, without unreasonable delay, be accepted by the VILLAGE as described in this Agreement. The OWNER shall request acceptance in writing and shall provide the VILLAGE with a bill of sale for the public improvements to be conveyed and a maintenance guarantee in the form of a letter of credit in an amount of ten percent of the original amount of the letter of credit. Said maintenance guarantee shall be available to the VILLAGE for a period of two (2) years after the effective date of acceptance of the public improvements. 3. Miscellaneous. The estimated cost of street trees to be installed on public right of way shall be included in the required letters of credit for 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. 4. Construction Hours. The Owner shall be responsible for strict observation of the construction hours regulations of the VILLAGE on behalf of all persons and companies engaged in construction activity by Owner within the DEVELOPMENT related to the installation of public improvement. It is agreed that the VILLAGE shall issue stop -work orders, tickets and fines as reasonably necessary to enforce its construction hour regulations. -5- v EASEMENTS AND UTILITIES 1. The OWNER agrees that the final plat of subdivision for the TERRITORY will grant to the VILLAGE all necessary easements for the extension, maintenance, replacement and repair of sanitary sewer, storm sewer, water, street, or other utilities, including cable television, or for other improvements, subject to the provisions of the Subdivision Control Ordinance, which may serve not only the TERRITORY, but also other property in the vicinity of the TERRITORY. 2. 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 OWNER to obtain all easements, both on site and off site, necessary to serve the TERRITORY. 3. All electricity, telephone, cable television and gas lines shall be installed underground, the location of which underground utilities shall be at the OWNER'S option, upon approval of the respective utility companies. VI CONTRIBUTIONS AND ANNEXATION FEE 1. The OWNER/DEVELOPER shall make cash contributions and annexation fee payment at the time of filing of the final plat of subdivision is filed with the VILLAGE, in accordance with the ordinances of the VILLAGE. If the final plat is filed within one year of the effective date of this agreement, the required contributions shall be as follows: a. Lemont Fire Protection District: $5,600.00 b. Library District: $4,888.66 c. Lemont Park District: $160,766.00 d. Public safety donation: $56,000.00 e. Lemont Bromberick School District 113A: $24,020.77 f. Lemont High School District 210: $10,304.00 g. Village annexation fee: $14,000 -6- 2. If a final plat of subdivision is submitted to the VILLAGE more than two years 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. VII DEVELOPMENT CODES AND ORDINANCES AND GENERAL MATTERS 1. Existing Ordinances. The development of the TERRITORY 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 at such time. All fees, etc. set forth under the various ordinances of the VILLAGE shall be paid by the OWNER at the rate set forth in the VILLAGE ordinances at the time each permit is issued. 2. Occupancy Permits. No occupancy permit shall be issued for any 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 OWNER may be commenced at any time after OWNER has delivered 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 110% of the OWNER Engineer's estimate of the cost of construction and installation of all such public improvements as approved by the VILLAGE Engineer, including all required lighting, 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 used by the OWNER 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, at 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. 3. As -built Engineering Plans. OWNER, at OWNER's 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. 4. Acceptance of Public Improvements. 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 -7- 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. OWNER 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. 5. Debris Removal. OWNER agrees not to let debris or excessive construction waste accumulate on the TERRITORY. OWNER shall, within ten 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 not draw upon the Letter of Credit if OWNER removes the debris as directed by the VILLAGE within the ten -day notice period. VIII APPROVAL OF PLANS VILLAGE agrees to expeditiously take action to approve or disapprove all plats, plans and engineering submitted to VILLAGE by OWNER. If the VILLAGE determines that any such submission is not in substantial accordance with this Agreement and applicable ordinances, the VILLAGE shall promptly notify OWNER in writing of the specific objection to any such submission so that OWNER can make any required corrections or revisions. IX 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 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 that may affect the TERRITORY or development of it under this Agreement. X MAINTENANCE BOND -8- At the time or times of acceptance by VILLAGE of the installation of any part, component or all of any public improvement in accordance with this Section, or any other section of the Agreement, OWNER shall deposit with the VILLAGE a maintenance bond in the amount of ten percent of the cost of the installation of the public improvement accepted by VILLAGE. This bond shall be deposited with the VILLAGE and shall be held by the VILLAGE for a period of twelve months after completion and acceptance of all improvements. In the event of a defect in material and /or workmanship within said period, then said Bond shall not be returned until correction of said defect and acceptance by VILLAGE of such correction. XI DAMAGE TO PUBLIC IMPROVEMENTS The OWNER shall replace and repair any damage to public improvements installed within, under or upon the TERRITORY resulting from construction activities by OWNER, its successors and 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. XII BINDING EFFECT AND TERM AND COVENANTS RUNNING WITH THE LAND 1. Term. This Agreement shall be binding upon and insure to the benefit of the Parties, successor owners of record and assignees and lessees of the TERRITORY, and upon any successor corporate authorities and employees of the VILLAGE and successor municipalities, for a period of 20 years from the date of execution hereof. 2. Binding Effect. The terms and conditions of this Agreement relative to the payment of monies and contributions to the VILLAGE, 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 of the TERRITORY. 3. Enforcement. 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. XIII NOTICES -9- Unless otherwise notified in writing, all notices, requests and demands shall be in writing and shall be personally delivered to or mailed by United States Certified mail, postage prepaid and return receipt requested, as follows: For the VILLAGE: 1. Village President 418 Main Street Lemont, IL 60439 2. Village Clerk 418 Main Street Lemont, IL 60439 3. Village Administrator 418 Main Street Lemont, IL 60439 For OWNER: Lemont Properties of Illinois 73 West Deer Lane Lemont, IL 60439 Or such other addresses that any Party hereto may designate in writing to the other Party pursuant to the provisions of this Section. XIV CERTIFICATES OF OCCUPANCY 1. Within fifteen days after request by OWNER for a final inspection of a building within the TERRITORY, the VILLAGE shall issue a 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). 3. 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 -10- completion of the outstanding work, which timetable shall be deemed a part of the occupancy permit. XV WARRANTIES AND REPRESENTATIONS The OWNER represents and warrants to the VILLAGE as follows: 1. That identified on page 1 hereof is the OWNER as legal title holder. 2. That the OWNER proposes to develop the TERRITORY in the manner contemplated under this Agreement. 3. That other than OWNER, no entity or person has any interest in the TERRITORY or its development as herein proposed. 4. That OWNER has provided the legal description of the TERRITORY set forth in this Agreement and the attached Exhibits and that said legal description is accurate and correct. XVI 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, OWNER shall at all times during the term of this Agreement remain liable to VILLAGE for the faithful performance of all obligations imposed upon them by this Agreement until such obligations have been fully performed or until VILLAGE, at its sole option, has otherwise released OWNER and from any all of such obligations. XVII 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. XVIII VILLAGE APPROVAL OR DIRECTION -11- 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. XIX SINGULAR AND PLURAL Wherever appropriate in this Agreement, the singular shall include the plural, and the plural shall include the singular. XS 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. XXI RECORDING A copy of this Agreement and any amendments hereto shall be recorded by the VILLAGE at the expense of the OWNER within thirty days after the execution thereof. XXII 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. XXIII AMENDMENT -12- 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. XXIV COUNTERPARTS This Agreement may be executed in two or more counterparts or duplicate originals, each of which taken together, shall constitute one and the same instrument. XXV 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 days from written notice of such default. XXVI 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. XXVII 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. XXVIII DEFINITION OF VILLAGE -13- 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. XXIX REIMBURSEMENT OF VILLAGE FOR LEGAL AND OTHER FEES AND EXPENSES 1. To Effective Date of Agreement. The OWNERS /DEVELOPER, concurrently with annexation and zoning of the property or so much thereof as required, shall reimburse the VILLAGE for the following expenses incurred in the preparation and review of this Agreement, and any ordinances, letters of credits, plats, easements or other documents relating to the TERRITORY: a. all attorney's fees incurred by the VILLAGE; and b. miscellaneous VILLAGE expenses, such as legal publication costs, recording fees and copying expenses; and 2. From and After Effective Date of Agreement. Except as provided in the paragraph immediately following this paragraph, upon demand by VILLAGE made by and through its President, OWNERS/DEVELOPER from time to time shall promptly reimburse VILLAGE, for all enumerated reasonable expenses and costs incurred by VILLAGE in the administration of the Agreement, including and limited to engineering fees, cost of any easements, attorney's fees and out -of- pocket expenses involving various and sundry matters such as, but not limited to: preparation and publication, if any, of all notices, resolutions, ordinances, and other documents required hereunder; and the negotiation and preparation of letters of credit and escrow agreements to be entered into as security for the completion of land improvements. Such costs and expenses incurred by the VILLAGE in the administration of the Agreement shall be evidence to the OWNERS /DEVELOPER upon its request, by a sworn statement of the VILLAGE; and such costs and expenses may be further confirmed by the OWNER/DEVELOPER at its option from additional documents relevant to determining such costs and expenses as designated from time to time by the OWNERS /DEVELOPER. Notwithstanding the immediately preceding paragraph, OWNERS /DEVELOPER shall in no event be required to reimburse VILLAGE or pay for any expenses or costs of VILLAGE as aforesaid more than once, whether such are reimbursed or paid through special assessment proceedings, through fees established by VILLAGE ordinances or otherwise. -14- In the event that any third party or parties institute any legal proceedings against the OWNER/DEVELOPR and /or the VILLAGE, which relate to the terms of this Agreement, then, in that event, the OWNERS /DEVELOPER, upon written notice from VILLAGE, shall assume, fully and vigorously, the entire defense of such lawsuit and the expenses of whatever nature relating thereto: provided, however: a. OWNERS /DEVELOPER shall not make any settlement or compromise of the lawsuit, or fail to pursue any available avenue of appeal of any adverse judgment, without the approval of the VILLAGE, which approval shall not be unreasonable withheld. b. If the Village, in its sole discretion, determines there is or may probably be, a conflict of interest between VILLAGE and OWNERS /DEVELOPER, on an issue of importance to the VILLAGE having a potentially substantial adverse affect on the VILLAGE, then the VILLAGE shall have the option of being represented by its own legal counsel. In the event the VILLAGE exercises such option, then the OWNERS /DEVELOPER shall reimburse the VILLAGE from time to time on written demand from the President of VILLAGE and notice of the amount due for any expenses, including but not limited to court costs, reasonable attorney's fees and witnesses' fees and other expenses of litigation, incurred by the VILLAGE in connection therewith. The obligation of OWNERS /DEVELOPER to reimburse VILLAGE under the terms of this subparagraph 2 shall terminate if no such legal proceedings are brought within one (1) year from the date of the annexation of the TERRITORY and, further, such obligation of reimbursement shall not apply if such legal proceedings are based upon alleged errors, omissions or unlawful conduct of VILLAGE and not OWNERS /DEVELOPER. In the event the VILLAGE institutes legal proceedings against the OWNERS /DEVELOPER for violation of this Agreement, and secured a judgment in its favor, the court having jurisdiction thereof shall determine and include in its judgment all expenses of such legal proceedings incurred by the VILLAGE, including but not limited to the court costs and reasonable attorney's fees, etc., incurred by the VILLAGE in connection therewith. The OWNER/DEVELOPER may, in its sole discretion, appeal any judgment rendered in favor of the VILLAGE against the OWNERS /DEVELOPER. XXX 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 1 hereof which date shall be the effective date of this Agreement. -15- IN WITNESS WHEREOF, the Parties have caused this Agreement to be executed on the day and year first above written. ATTEST: By: Village Clerk OWNER: sEE ATTACHED SIGNATURE PAGE FOR LANu TRt7bTEE'b SI(,NA'TUHE STATE OF ILLINOIS ) ) SS. COUNTY OF COOK ) VILLAGE OF LEMONT an Illinois Municipal Corporation By: illage Pr 'dent Notary Certificates 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 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, this l P^ day of , 2007. STATE OF ILLINOIS ) SS. -16- Notary Pu OFFICIAL SEAL RO EMAY YATES NOTARY PUBLIC, STATE OF ILLINOIS MY COMMISSION EXPIRES 8.13.200P It is expressly understood and agreed by and between the parties hereto, anything herein to the contrary notwithstanding, that each and all of the warranties, indemnities, representations, covenants, undertakings and agreements herein made on the part of the Trustee while in form purporting to be the warranties, indemnities, representations, covenants, undertakings and agreements of said Trustee are nevertheless each and every one of them, made and intended not as personal warranties, indemnities, representations, covenants, undertakings and agreements by the Trustee or for the purpose or with the intention of binding said Trustee personally but are made and intended for the purpose of binding only that portion of the trust property specifically described herein, and this instrument is executed and delivered by said Trustee not in its own right, but solely in the exercise of the powers conferred upon it as such Trustee, and that no personal liability or personal responsibility is assumed by nor shall at any time be asserted or enforceable against Marquette )1\lUtRiffeAl Bank, on account of this instrument or on account of any warranty, indemnity, representation, covenant, undertaking or agreement of the said Trustee in this instrument contained, either expressed or implied, all such personal liability, if any, being expressly waived and released. IN WITNESS WHEREOF Marquette 1'r Bank, not personally but as Trustee as aforesaid, has caused these presents to be signed by its Trust Officer and Its corporate seal to be hereunto affixed and attested by its Assistant - Secretary, the day and year first above written. STATE OF ILLINOIS SS COUNTY OF COOK MARQUETTE NIPS BANK As Trustee under TR# 1 7 2 2 7 I, the undersigned, a Notary Public in and for said County, in the state aforesaid, DO HEREBY CERTIFY, that the above named Trust Officer and Assistant Secretary of said Bank, 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 they signed and delivered the said instrument as such officers of said Bank and caused the seal of said Bank to be thereunto affixed, as their free and voluntary act and as the free and voluntary act of said Bank, as Trustee as aforesaid, for the uses and purposes therein set forth. Given under my hand and Notarial Seal this "OFFICIAL SEAL" DIANE HALL Notary Public, State of Illinois My Commission Expires 03/0912011 17th day of September20 07 ov, cQSLc Notary Public COUNTY OF COOK ) I, the undersigned, a Notary Public in and for the County and State aforesaid, DO HEREBY CERTIFY that the above -named , personally known to nie to be the same person whose name is 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 , 2007. Notary Public -17- EXHIBIT "A" To AN ORDINANCE APPROVING ANNEXATION FOR APPROXIMATELY 4.62 ACRES LOCATED ON MAIN STREET WEST OF WALKER ROAD (HERITAGE PARK) Legal Description of TERRITORY PARCEL 1: THE WESTERLY 50 FEET OF THE EASTERLY 850 FEET AS MEASURED ON THE SOUTHERLY LINE OF LOT "A ", BEING THE NORTHERLY LINE OF THE CHICAGO AND JOLIET ROAD, OF THE SOUTHERLY 200 FEET OF LOT "A" IN THE CONSOLIDATION OF LOTS 3 TO 33, BOTH INCLUSIVE AND LOT 35 1N THE COUNTY CLERK'S DIVISION OF SECTION 21, TOWNSHIP 37 NORTH, RANGE 11 EAST OF THE THIRD PRINCIPAL MERIDIAN IN COOK COUNTY, ILLINOIS. TAX ID NO. 22- 21-200-014 PARCEL 2: THE WESTERLY 50 FEET OF THE EASTERLY 1000 FEET AS MEASURED ON THE SOUTHERLY LINE OF LOT "A ", BEING THE NORTHERLY LINE OF THE CHICAGO AND JOLIET ROAD, OF THE SOUTHERLY 200 FEET OF LOT "A" IN THE CONSOLIDATION OF LOTS 3 TO 33, BOTH INCLUSIVE AND LOT 35 IN THE COUNTY CLERK'S DIVISION OF SECTION 21, TOWNSHIP 37 NORTH, RANGE 11 EAST OF THE THIRD PRINCIPAL MERIDIAN IN COOK COUNTY, ILLINOIS. TAX ID NO. 22- 21- 200 -032 PARCEL 3: THE WESTERLY 50 FEET OF THE EASTERLY 1050 FEET AS MEASURED ON THE SOUTHERLY LINE OF LOT "A ", BEING THE NORTHERLY LINE OF THE CHICAGO AND JOLIET ROAD, OF THE SOUTHERLY 200 FEET OF LOT "A" IN THE CONSOLIDATION OF LOTS 3 TO 33, BOTH INCLUSIVE AND LOT 35 IN THE COUNTY CLERK'S DIVISION OF SECTION 21, TOWNSHIP 37 NORTH, RANGE 1 I EAST OF THE THIRD PRINCIPAL MERIDIAN IN COOK COUNTY, ILLINOIS. TAX ID NO. 22- 21- 200 -033 PARCEL 4: THE WESTERLY 50 FEET OF THE EASTERLY 1100 FEET AS MEASURED ON THE SOUTHERLY LINE OF LOT "A ", BEING THE NORTHERLY LINE OF THE CHICAGO AND JOLIET ROAD, OF THE SOUTHERLY 200 FEET OF LOT "A" IN THE CONSOLIDATION OF LOTS 3 TO 33, BOTH INCLUSIVE AND LOT 35 IN THE COUNTY CLERK'S DIVISION OF SECTION 21, TOWNSHIP 37 NORTH, RANGE 11 EAST OF THE THIRD PRINCIPAL MERIDIAN IN COOK COUNTY, ILLINOIS. TAX ID NO. 22- 21- 200 -034 PARCEL 5: THE WESTERLY 50 FEET OF THE EASTERLY 1150 FEET AS MEASURED ON THE SOUTHERLY LINE OF LOT "A ", BEING THE NORTHERLY LINE OF THE CHICAGO AND JOLIET ROAD, OF THE SOUTHERLY 200 FEET OF LOT "A" IN THE CONSOLIDATION OF LOTS 3 TO 33, BOTH INCLUSIVE AND LOT 35 IN THE COUNTY CLERK'S DIVISION OF SECTION 21, TOWNSHIP 37 NORTH, RANGE 11 EAST OF THE THIRD PRINCIPAL MERIDIAN IN COOK COUNTY, ILLINOIS. TAX ID NO. 22- 21- 200 -035 PARCEL 6: THE WESTERLY 50 FEET OF THE EASTERLY 1200 FEET AS MEASURED ON THE SOUTHERLY LINE OF LOT "A' BEING THE NORTHERLY LINE OF THE CHICAGO AND JOLIET ROAD, OF THE SOUTHERLY 200 FEET OF LOT "A" IN THE CONSOLIDATION OF LOTS 3 TO 33, BOTH INCLUSIVE AND LOT 35 IN THE COUNTY CLERK'S DIVISION OF SECTION 21, TOWNSHIP 37 NORTH, RANGE 11 EAST OF THE THIRD PRINCIPAL MERIDIAN IN COOK COUNTY, ILLINOIS. TAX ID NO. 22- 21- 200 -036 -18- PARCEL 7: THE WESTERLY 50 FEET OF THE EASTERLY 1250 FEET AS MEASURED ON THE SOUTHERLY LINE OF LOT "A' BEING THE NORTHERLY LINE OF THE CHICAGO AND JOLIET ROAD, OF THE SOUTHERLY 200 FEET OF LOT "A" IN THE CONSOLIDATION OF LOTS 3 TO 33, BOTH INCLUSIVE AND LOT 35 IN THE COUNTY CLERK'S DIVISION OF SECTION 21, TOWNSHIP 37 NORTH, RANGE 11 EAST OF THE THIRD PRINCIPAL MERIDIAN IN COOK COUNTY, ILLINOIS. TAX ID NO. 22- 21- 200 -037 PARCEL 8: THE WESTERLY 50 FEET OF THE EASTERLY 600 FEET AS MEASURED ON THE SOUTHERLY LINE OF LOT "A' BEING THE NORTHERLY LINE OF THE CHICAGO AND JOLIET ROAD, OF THE SOUTHERLY 200 FEET OF LOT "A" IN THE CONSOLIDATION OF LOTS 3 TO 33, BOTH INCLUSIVE AND LOT 35 IN THE COUNTY CLERK'S DIVISION OF SECTION 21, TOWNSHIP 37 NORTH, RANGE 11 EAST OF THE THIRD PRINCIPAL MERIDIAN IN COOK COUNTY, ILLINOIS. TAX ID NO. 22- 21- 200 -038 PARCEL 9: THE WESTERLY 50 FEET OF THE EASTERLY 650 FEET AS MEASURED ON THE SOUTHERLY LINE OF LOT "A' BEING THE NORTHERLY LINE OF THE CHICAGO AND JOLIET ROAD, OF THE SOUTHERLY 200 FEET OF LOT "A" IN THE CONSOLIDATION OF LOTS 3 TO 33, BOTH INCLUSIVE AND LOT 35 IN THE COUNTY CLERK'S DIVISION OF SECTION 21, TOWNSHIP 37 NORTH, RANGE 11 EAST OF THE THIRD PRINCIPAL MERIDIAN IN COOK COUNTY, ILLINOIS. TAX ID NO. 22- 21- 200 -039 PARCEL 10: THE WESTERLY 50 FEET OF THE EASTERLY 700 FEET AS MEASURED ON THE SOUTHERLY LINE OF LOT "A' BEING THE NORTHERLY LINE OF THE CHICAGO AND JOLIET ROAD, OF THE SOUTHERLY 200 FEET OF LOT "A" IN THE CONSOLIDATION OF LOTS 3 TO 33, BOTH INCLUSIVE AND LOT 35 IN THE COUNTY CLERK'S DIVISION OF SECTION 21, TOWNSHIP 37 NORTH, RANGE 11 EAST OF THE THIRD PRINCIPAL MERIDIAN IN COOK COUNTY, ILLINOIS. TAX ID NO. 22- 21- 200 -040 PARCEL 11: THE WESTERLY 50 FEET OF THE EASTERLY 750 FEET AS MEASURED ON THE SOUTHERLY LINE OF LOT "A' BEING THE NORTHERLY LINE OF THE CHICAGO AND JOLIET ROAD, OF THE SOUTHERLY 200 FEET OF LOT "A" IN THE CONSOLIDATION OF LOTS 3 TO 33, BOTH INCLUSIVE AND LOT 35 IN THE COUNTY CLERK'S DIVISION OF SECTION 21, TOWNSHIP 37 NORTH, RANGE 11 EAST OF THE THIRD PRINCIPAL MERIDIAN IN COOK COUNTY, ILLINOIS. TAX ID NO. 22- 21- 200 -041 PARCEL 12: THE WESTERLY 50 FEET OF THE EASTERLY 800 FEET AS MEASURED ON THE SOUTHERLY LINE OF LOT "A' BEING THE NORTHERLY LINE OF THE CHICAGO AND JOLIET ROAD, OF THE SOUTHERLY 200 FEET OF LOT "A" IN THE CONSOLIDATION OF LOTS 3 TO 33, BOTH INCLUSIVE AND LOT 35 IN THE COUNTY CLERK'S DIVISION OF SECTION 21, TOWNSHIP 37 NORTH, RANGE 11 EAST OF THE THIRD PRINCIPAL MERIDIAN IN COOK COUNTY, ILLINOIS. TAX ID NO. 22- 21- 200 -042 PARCEL 13: THAT PART OF LOT "A" IN THE CONSOLIDATION OF LOTS 3 TO 33 AND 35 INCLUSIVE IN THE COUNTY CLERKS DIVISION OF SECTION 21, TOWNSHIP 37 NORTH, RANGEI I EAST OF THE THIRD PRINCIPAL MERIDIAN, DESCRIBED AS FOLLOWS: COMMENCING AT THE POINT OF INTERSECTION OF THE EAST LINE OF THE NORTHEAST '/ OF SAID SECTION 21 WITH THE NORTHERLY RIGHT OF WAY LINE OF CHICAGO - JOLIET ROAD, THENCE SOUTHWESTERLY ALONG THE SAID NORTHERLY RIGHT OF WAY LINE 950 FEET TO A POINT: THENCE NORTHWESTERLY AT RIGHT ANGLES TO THE NORTHERLY RIGHT OF WAY LINE 200 FEET; THENCE SOUTHWESTERLY AT RIGHT ANGLES TO THE LAST DESCRIBED LINE 100 FEET; THENCE SOUTHEASTERLY AT RIGHT ANGLES TO THE LAST DESCRIBED LINE 200 FEET TO THE NORTHERLY RIGHT OF WAY LINE OF SAID ROAD: THENCE NORTHEASTERLY ALONG NORTHERLY RIGHT OF WAY LINE OF ROAD 100 FEET TO THE POINT OF BEGINNING IN COOK COUNTY, ILLINOIS. TAX ID NO. 22-21-200-043 PARCEL 14: LOT "A" EXCEPT THE EAST 550 FEET THEREOF, AS MEASURED ON THE SOUTHERLY LINE OF SAID LOT "A ", SAID SOUTHERLY LINE ALSO BEING THE NORTHERLY LINE OF THE CHICAGO AND JOLIET ROAD, AND ALSO EXCEPTING THE SOUTHERLY 200 FEET OF SAID LOT "A ", IN THE CONSOLIDATION OF LOTS 3 TO 33, BOTH INCLUSIVE AND LOT 35 IN THE COUNTY CLERK'S -19- a+ DIVISION OF SECTION 21, TOWNSHIP 37 NORTH, RANGE 11 EAST OF THE THIRD PRINCIPAL MERIDIAN, IN COOK COUNTY, ILLINOIS. TAX ID NO. 22 -21- 200 -047 -20- IN WITNESS WHEREOF, the Parties have caused this Agreement to be executed on the day and year first above written. VILLAGE OF LEMONT an Illino unicipdfa orporation �i ■e...0,411 By: ATTEST: By OWNER: Village Clerk illage Preside Notary Certificates 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 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, this 114` day of v , 2007. STATE OF ILLINOIS ) ) SS. -16- Notary P CIA_ SEAL �. SEMAY YATES 1 rtoiARY PUBLIC, STATE OF RANO* 4. ''�COMM18810NEXPIRE88• +�•�G^ �