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O-989-96 06/10/969. VILLAGE OF LEMONT ORDINANCE NO. ,�/ DEPT-01 RECORDING $9M T Y000 f ^AN 479. d322/96 09=12:00 431366 = 1,..F -•- 96 -64390 COOKY COUNTY REC:OF DERR AN ORDINANCE AUTHORIZING THE EXECUTION OF AN UTILITY AND ANNEXATION PARTICIPATION AGREEMENT AMONG JURINEK & RISKUS, INC., AERO HEIGHTS PARTNERSHIP, AND THE VILLAGE OF LEMONT ADOPTED BY THE PRESIDENT AND BOARD OF TRUSTEES OF THE VILLAGE OF LEMONT • This /0 day of , 1996. 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 / day of , 1996. ORDINANCE NO. AN ORDINANCE AUTHORIZING THE EXECUTION OF AN UTILITY AND ANNEXATION PARTICIPATION AGREEMENT AMONG JURINEK & RISKUS, INC., AERO HEIGHTS PARTNERSHIP, AND THE VILLAGE OF LEMONT WHEREAS, the legal owners of record of the territory which is the subject of an Utility and Annexation Participation Agreement are ready, willing and able to enter into said agreement and perform the obligations as required therein and; WHEREAS, a copy of said Utility and Annexation Participation 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 the President be and is hereby authorized and directed, and the Village Clerk is directed to attest to a document kn9wn as "UT ITY AND ANNEXATION PARTICIPATION AGREEMENT" dated the /oday of , 1996, (a copy of which is attached hereto and made a p rt hereof). SECTION 2: 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 /U day of �� ,L , 1996. Barbara Buschman Alice Chin Keith Latz Connie Markiewicz Rick Rimbo Ralph Schobert Approved by me this 4/J day Attest: AYES NAYS PASSED ABSENT ARLENE SMOLL N, Village Clerk ,1996. ICHA CHARLENE SMOLLEN, Village Clerk Mail to: Village Clerk Village of Lemont 418 Main Street Lemont, IL 60439 22 -31- 101 -006; 22 -31- 101 -001; . K ASNESKI, Village President UTILITY AND ANNEXATION PARTICIPATION AGREEMENT THIS AGREEMENT (the "Agreement ") is made and entered into this i3k16 day of J"""i , 1996 by and among JURINEK & RISKUS, INC., an Illinois corporation ( "J & R "), AERO HEIGHTS PARTNERSHIP, an Illinois partnership ( "AERO "), and the VILLAGE OF LEMONT ( "VILLAGE "), an Illinois municipal corporation (J & R, AERO and the VILLAGE are hereinafter collectively referred to as the "Parties" and individually as a "Party ".) W I T N E S S E T H: WHEREAS, J & R is the beneficial owner of one hundred percent (100 %) of the beneficial interest in Standard Bank and Trust Company Land Trust No. 15097, dated December 15, 1995, the land trust which is the record owner of approximately seventy -six (76) acres of real property which is legally described on Exhibit A which is attached hereto and is incorporated herein by reference located in unincorporated Lemont Township, Cook County, Illinois (the "J & R Property "); WHEREAS, J & R is requesting annexation of the J & R Property to the VILLAGE and proposes to develop its Property with residential and commercial uses; WHEREAS, AERO is the beneficial owner of one hundred • percent *MN( CHICK F,4VA P (100 %) of the beneficial interest in Bank of Chicago /Garfield Ridge Land Trust No. 92 -2 -5, dated February 2-2,27, 1992, the land trust which is the record owner of approximately seventy -eight (78) acres of real property which is legally described on Exhibit B which is attached hereto and is incorporated herein by reference located in unincorporated Lemont Township, Cook County, Illinois (the "AERO Property "). (The J & R Property and the AERO Property are hereinafter collectively referred to as the "Properties "). WHEREAS, AERO is requesting annexation of the AERO PROPERTY to the VILLAGE and proposes to develop its property with residential and commercial uses; WHEREAS, the VILLAGE is requesting J & R and AERO to construct water mains and sanitary sewers longer and larger than necessary for their respective developments to be built to service the properties. WHEREAS, the VILLAGE desires to enter into this Agreement to pay a portion of off -site utility costs to insure future controlled growth and development of the VILLAGE and to insure placement, sizing and construction of the proposed water main and sanitary sewer main as the VILLAGE directs. WHEREAS, in order to provide potable water to service the Properties and to provide the opportunity for future controlled growth and development of the VILLAGE, the Parties desire to extend the VILLAGE water main westerly to the Properties. The water main will be owned by the VILLAGE and will be located as agreed among the Parties generally along 127th Street West to the Properties. Subject to change by agreement among the Parties, the water main location shall be as shown on Exhibit C which is attached hereto and is incorporated herein by reference. WHEREAS, in order to provide sanitary sewers to service the Properties and to provide the opportunity for future controlled - 2 - growth and development of the VILLAGE, the Parties desire to extend the VILLAGE sanitary sewer main southerly from New Avenue to the Properties. The sanitary sewer main will be owned by the VILLAGE and will be located within a utility easement from New Avenue across several properties and across the AERO Property to the J & R Property as agreed among the Parties. Subject to change by agreement among the parties, the sanitary sewer main location shall be as shown on Exhibit D which is attached hereto and is incorporated herein by reference. (The Water Main and the Sanitary Sewer Main Extensions are hereinafter collectively referred to as the "Extensions" and individually, as the "Water Main Extension" and "Sanitary Sewer Main Extension ", respectively.) WHEREAS, the Parties desire to participate in and share in the costs and expenses associated with the design, construction and inspection of the Extensions as hereinafter set forth (it being the understanding of the Parties that J & R and AERO will be solely responsible for all further costs and expenses associated with further extending individual Water Mains and Sanitary Sewer Mains to serve their respective Properties from the Extensions' proposed terminus points except that the Parties will participate and share in the costs and expenses of oversizing of the Extensions across the J & R and AERO Properties) and in accordance with those certain plans and specifications (the "Plans and Specifications ") to be prepared by J & R and AERO and submitted to and approved by the VILLAGE. - 3 - WHEREAS, the Parties are seeking annexation into the VILLAGE along with rezoning from the VILLAGE for the respective Properties. In order to have the Properties become contiguous with the VILLAGE so that annexation can take place, AERO has, through its attorneys, Goldstine, Skrodzki, Russian, Nemec & Hoff, Ltd., negotiated and met with various property owners to provide for their annexation to the VILLAGE. Pursuant to this Agreement, J & R shall reimburse AERO for fifty percent (50 %) of payments made to Goldstine, Skrodzki, Russian, Nemec & Hoff, Ltd. for its annexation work pursuant to this Agreement in an amount not to exceed $27,622.50. Reimbursement shall be made from any proceeds to be received upon the recapture of monies by J & R from the construction of the Extensions as provided for herein. J & R through its attorneys, Shaw Gussis & Domanskis, negotiated and met with various property owners to provide for their annexation to the VILLAGE. Pursuant to this Agreement, AERO shall reimburse J & R for 50% of payments made to Shaw Gussis & Domanskis for its annexation work pursuant to this Agreement in an amount not to exceed $2,500.00. Reimbursement shall be made from any proceeds to be received upon the recapture of monies by AERO on the construction of the extensions as provided for herein. WHEREAS, this Agreement is contingent upon the execution by the VILLAGE and J & R and the VILLAGE and AERO of Annexation Agreements,approval of the Plans and Specifications, and adoption by the VILLAGE of a recapture ordinance with respect to the Extensions. - 4 - NOW, THEREFORE, in consideration of the foregoing and the mutual covenants and promises herein contained, it is agreed by and between the Parties as follows: ARTICLE I RECITALS The foregoing recitals are material to this Agreement and are incorporated herein as if fully set forth herein. ARTICLE II EXTENSION ROUTES Subject to change by agreement of the Parties, the Extensions shall be installed in substantial accordance with the routes as specified and set forth in the Plans and Specifications to be prepared and as shown in the Exhibit C and D Diagrams and as approved by the Parties. ARTICLE III CONSTRUCTION OF THE EXTENSIONS A. J & R and AERO shall expeditiously prepare all engineering plans and specifications as may be necessary to secure all governmental and quasi- governmental permits, licenses, authorizations and approvals for the construction of the Extensions, including, but not limited to, an estimate of the Certified Costs and Expenses (as defined below) of constructing the Extension. The Village shall expeditiously review and approve all engineering plans and specifications with regard to the construction of the Extensions. Pursuant to this Agreement, AERO shall reimburse J & R for fifty percent (50 %) of payments made to - 5 - Shaw Gussis & Domanskis for its work related to the construction of the Extensions and the securing of the governmental approvals necessary to construction of the Extensions in an amount not to exceed $7,500.00. Reimbursement shall be made from any proceeds to be received upon the recapture of monies by AERO from the construction Extensions as provided for herein. B. To date, the engineering plans and specifications for the Extensions have been prepared by Donald G. Eddy Engineering Co. The Parties shall pay Donald G. Eddy Engineering Co pursuant to the terms of this Agreement. J & R and AERO shall contract with Donald G. Eddy Engineering Co. or other mutually agreed company to prepare all further engineering Plans and Specifications and easement acquisitions. J & R shall make the decision for the Parties as to engineering and construction issues concerning the Plans and Specifications. For major decisions, J & R shall request AERO's approval which shall not be unreasonably withheld or delayed. J & R shall be entitled to proceed with AERO's oral or written approval. C. Not later than two (2) weeks following the receipt of all governmental and quasi- governmental permits, licenses, authorizations and approvals necessary to construct the Extensions, or as soon thereafter as weather conditions allow, J & R shall begin to construct, or cause the construction of, the Extensions in accordance with the Plans and Specifications and J & R shall be paid by the Parties for its engineering and construction management - 6 - and supervision in an amount not to exceed eight percent (8 %) of the total construction costs for the Extensions. D. Construction of the Extension shall be diligently pursued and completed no later than eighteen (18) months after annexation of the Properties into the VILLAGE (the "Completion Date "); provided, however, the Completion Date may be extended due to delays in completion of construction caused by circumstances beyond the reasonable control of J & R and AERO (including but not limited to, strikes, lockouts, material shortages, acts of God, inclement weather conditions and failure of issuance, revocation or suspension of any necessary permits or approvals which actually preclude, stop or delay construction). • E. Each party shall have the right of prior review and approval (which approval shall not be unreasonably withheld or delayed) of any and all contracts which J & R plans to award in connection with design and construction of the Extensions. F. The Parties acknowledge and agree that the Extensions are designed to provide adequate potable water and sanitary sewer service to the Properties when such further extensions from the Extensions' terminus points are made as hereinabove provided, and J & R and AERO shall have the right, subject to VILLAGE approval and payment to the VILLAGE of all necessary "tap -on" and connection fees, to connect the respective Properties to the Extensions pursuant to the installation of such further necessary extensions. - 7 - ARTICLE IV CERTIFIED COSTS AND EXPENSES A. "Certified Costs and Expenses" means the costs and expenses of constructing the Extensions, as certified to the VILLAGE by Donald G. Eddy Engineering Co. or other mutually agreed company and includes the following: 1. The total face amount of any contracts entered into in connection with the construction of the Extensions and restoration of areas disturbed by such construction, and all authorized extra expenditures made pursuant thereto; 2. All costs and expenses paid or incurred by J & R and AERO (or the VILLAGE and charged back to J & R and AERO) in connection with the repair and replacement of all or any portion of the Extensions before the VILLAGE'S acceptance of same, and within a one (1) year guarantee period unless such repair or replacement was necessitated by the fault of any of J & R's and AERO's or the VILLAGE'S subcontractors and such subcontractors are held liable and in fact pay for the cost of such repair and maintenance; and 3. All design, planning, engineering and other professional fees (excluding legal which is separately provided for herein) and other costs and /or expenses paid or incurred by J & R in securing the governmental approvals necessary to the construction of the Extensions; 4. All plan review fees, on -site supervision fees, inspection fees or legal fees which are usually imposed by the VILLAGE, the Metropolitan Water Reclamation District, or any other governmental or quasi - governmental entity having jurisdiction over the construction of the Extensions; costs of supervision of the work; permit or license fees or easement or right -of -way acquisition costs incurred by J & R and AERO in connection with the construction of the Extensions. 5. All costs, fees, or charges incurred in the provision or procurement of any bond or letter of credit or other security as may be required by the VILLAGE or other governmental or quasi- governmental entity to secure the construction of the Extensions. 6. All costs, fees or charges incurred in the provision or procurement of any maintenance bond or corporate guarantee as may be required by the VILLAGE or other governmental or quasi- governmental entity after completion of installation of the Extensions. B. Within thirty (30) days of the execution of this Agreement, J & R and AERO shall cause Donald G. Eddy Engineering Co. or other mutually agreed company to provide to all Parties, for informational purposes, an estimate of the Certified Costs and Expenses. C. Within sixty (60) days of completion of the construction of the Extensions, a written schedule of the total cost of such construction (a "Certified Cost Schedule ") shall be prepared by J & R. The Certified Cost Schedule shall _become an - 9 - Exhibit to this Agreement upon approval thereof by the Parties, which approval shall not be unreasonably withheld or delayed. ARTICLE V PAYMENT OF CERTIFIED COSTS AND EXPENSES A. The Parties shall pay every sum coming due under a contract or subcontract which is a component of the Certified Costs and Expenses. For up to $1,200,000 in Certified Costs and Expenses, J & R shall pay no greater than $350,000 of the Certified Costs and Expenses with $200,000 of its payments being a credit against its sewer and water tap -on charges required under VILLAGE'S ordinances. For up to $1,200,000 of Certified Costs and Expenses, AERO shall pay no greater than $350,000 for the Certified Costs and Expenses with a payment of $150,000 at the time that actual sums are incurred and the contracts or subcontracts which are components of the Certified Costs and Expenses and with $200,000 to be repaid by the Developer of the AERO property under the following arrangement: a. $50,000 upon approval of a final plat of subdivision for all or any part of the AERO property; b. $50,000 every six months after the first payment until the $200,000 is paid; and c. With the payments being a credit against sewer and water tap -on charges required under VILLAGE'S Ordinances. The VILLAGE shall apply $200,000 of the Certified Costs and Expenses of AERO which will be reimbursed by the AERO Developer as aforesaid. After the first $700,000 of Certified Costs are paid as - 10 - provided above, the Village shall pay the next $500,000 in Certified Costs. After the Village has paid $500,000, any additional amount of Certified Costs shall be divided equally among and shall be paid by J & R and AERO and shall be a credit against their respective sewer and water tap -on charges required under the VILLAGE's ordinances. To ensure that J & R and AERO are prepared to proceed under this Agreement, J & R and AERO shall obtain a construction loans for payment of the construction costs for the Extensions for amounts sufficient to pay for their respective costs of the Extensions and related financing costs as agreed between J & R and AERO or either J & R and AERO may choose to deposit $75,000.00 in an escrow account to be held by an agreed upon title company for the payment of their portion of the Certified Costs and Expenses under this Agreement pursuant to a title company escrow agreement. In the event of the establishment of an escrow, and the amount of money deposited by J & R and AERO to the escrow has been utilized to pay Certified Costs and Expenses and is Fifty Thousand and no /100 Dollars ($50,000.00) or less, that Party shall deposit funds immediately to bring its escrow balance up to $75,000.00. In the event of an escrow and J & R and AERO fails to maintain the escrow balance of $75,000.00, that Party shall be in default under this Agreement. In the event of an escrow and J & R or AERO fail to make an escrow deposit as required under this Agreement and such failure renders that Party unable to comply with contract payment terms agreed upon with J & R's and AERO's subcontractors, said remaining Party shall have the right, but not the obligation, to advance the funds necessary to comply with said contract payment terms. The Party advancing such funds shall be entitled to prompt reimbursement from the Party failing to make such payment, plus interest calculated at the rate of two percent (2 %) per month, from the date such escrow deposit is due. B. Payment shall be made pursuant to a request for payment (a "Request for Payment ") to be prepared by J & R and /or AERO (or their designee) for submittal to each of the Parties and shall (i) specify the total amount of payment being requested; (ii) specify the total amount of payments theretofore made by each of the Parties; (iii) identify the purposes of which such payment is being requested; and (iv) state that the sums being requested constitute a portion of the Certified Costs and Expenses. Each request for payment shall be accompanied by a Certificate of Completion from Donald G. Eddy Engineering Co. or other mutually agreed company, certifying that the work described in the accompanying Request for Payment has been completed in accordance with the Plans and Specifications. Upon approval by the Parties, said Request for Payment shall be paid by J & R and /or AERO (or their designee). C. A Request for Payment shall be submitted every thirty (30) days following the commencement of construction of the Extensions. Payment shall be due from the escrow established pursuant to this Agreement within ten (10) days of the date of the Request for Payment. - 12 - D. The Parties hereby waive any right of recapture that may now or hereafter exist in connection with the Extensions against each other and their successors and assigns with respect to their Properties as specified in Exhibits A and B. E. The Parties shall seek recapture of the Certified Costs and Expenses from property owners for properties other than those described in Exhibits A and B. In the event of recapture, any monies recaptured shall be distributed and received according to the following formula: (i) Payment to Goldstine, Skrodzki, Russian, Nemec & Hoff, Ltd. of $27,622.50 of amounts first due to J & R and payment to Shaw Gussis & Domanskis of $10,000.00 of amounts first due to AERO; and (ii) Recapture to the Parties based upon the proportion that each has paid of the Certified Costs and Expenses except in the event that one of them has paid more than the other Party for Certified Costs and Expenses due to a default of its obligation, under this Agreement. In this event, the nondefaulting Party shall be entitled to its recapture plus interest at one point over the prime rate established by Bank of America which - 13 - interest rate shall change based upon changes to the prime rate. The right of recapture provided herein shall remain the property of J & R and AERO after a sale of a portion or portions of the respective Properties, unless J & R or AERO specifically assign the right of recapture by written agreement to a successor or assign. Such assignment shall be ineffective, unless it is made subject to all of the terms and conditions of this Agreement. ARTICLE VI MUTUAL COOPERATION; FURTHER ASSURANCES The Parties shall cooperate with each other in the preparation and execution of all applications, petitions, permits, requests and other documents as may be necessary in connection with the construction of the Extensions and in connection with the payment of the Certified Costs and Expenses, and to take such other actions as may be necessary or reasonably desirable to enable compliance with and effectuation of the terms and provisions hereof. ARTICLE VII TERM This Agreement shall remain in full force and effect for all purposes other than the right to recapture and the obligation of AERO to reimburse the VILLAGE for its portion of the Certified Costs and Expenses until the first to occur of (i) the expiration of all maintenance or guaranty periods associated with the Extensions subsequent to their completion and acceptance by the - 14 - VILLAGE or other appropriate governmental or quasi- governmental entity; or (ii) three (3) years from the date of this Agreement. This Agreement shall remain in full force and effect for the right to recapture until the expiration of the right to recapture. ARTICLE VIII SECURITY J & R and AERO shall be jointly responsible to the extent of each of their utility participation under this Agreement for procuring and providing to the VILLAGE the bond or letter of credit or other security as may be required by the VILLAGE or other appropriate governmental or quasi- governmental entity to secure the construction of the Extensions, and the maintenance bond so required after completion of installation of the Extensions. J & R shall be responsible for procuring the bond or letter of credit in the amount of $350,000; AERO shall be responsible for procuring the bond or letter of credit in the amount of $150,000; no bond or letter of credit shall be required for the portion of the utility participation undertaken by the VILLAGE. ARTICLE X NOTICE Any notice which any party hereto may desire or may be required to give to any other party shall be in writing, and the mailing thereof by certified or registered mail, postage prepaid, return receipt requested, to the respective addresses of the Parties set forth below shall constitute service of notice hereunder two (2) business days after the mailing thereof. - 15 - Alternatively, any such notice may be serviced by personal delivery thereof to the other party which delivery shall constitute service of notice hereunder on the date of such delivery. If to the VILLAGE: Village of Lemont 418 Main Street Lemont, IL 60439 Attn: Village Clerk With a copy to: John P. Antonopoulos Antonopoulos Vistel & Groselak P.C. 15419 127th St., Suite 100 Lemont, IL 60439 If to J & R: Jurinek & Riskus, Inc. P.O. Box 2351 Darien, IL 60559 -2351 With a copy to: Alexander R. Domanskis Shaw Gussis & Domanskis 111 W. Washington, Suite 707 Chicago, IL 60602 If to AERO: Andrew F. Maletich, Sr. with a copy to: Robert D. Goldstine Goldstine, Skrodzki, Russian, Nemec & Hoff, Ltd. 7660 West 62nd Place Summit, IL 60501 ARTICLE XI SUCCESSORS AND ASSIGNS This Agreement shall inure to the benefit of, and be binding upon the Parties, and each of them, and their respective successors and assigns. Notwithstanding anything contained herein to the contrary, a Party may assign its rights and delegate its duties and obligations hereunder to the extent the Party assigns, transfers and conveys all of its right, title and interest in and - 16 - to the respective Property to an entity in which the Party retains an interest or to a bona fide third party purchaser. No such assignment and delegation, however, shall relieve the assigning, transferring or conveying Party of its obligations and liabilities under this Agreement, unless and until said purchaser fully accepts and assumes responsibility for all duties and obligations of said party created under this Agreement relating to the respective Property and unless and until the remaining Party or Parties have given their consent (which shall not be unreasonably withheld or delayed) to such assignment, transfer and conveyance. Lack of financial responsibility by a purchaser of a Property shall be a proper ground for a Party to withhold consent to the release of the other Party from its obligations and liabilities under this Agreement. ARTICLE XII MERGER /AMENDMENT This Agreement along with the Annexation Agreements of J & R and AERO, respectively, contain the entire agreement of the Parties relative to the subject matter hereof, superseding all prior negotiations, understandings and agreements. No amendment shall be binding upon the Parties unless it shall be in writing with the Parties evidencing their consent. ARTICLE XIII REMEDIES A. All claims, disputes, and other matters in questions between the Parties arising out of or relating to this Agreement or - 17 - the breaches thereof, shall be decided by arbitration in accordance with the Construction Industry Arbitration Rules of the American Arbitration Association then applicable, unless the Parties mutually agree otherwise. Notice of the demand for arbitration shall be filed in writing with all Parties and with the American Arbitration Association. Any demand for arbitration shall be made within a reasonable time after the claim, dispute or other matter in question has arisen; and in no event shall it be made after the date when institution of legal or equitable proceedings based on such claim, dispute or other matter would be barred by the applicable statute of limitations. The Parties between whom claims, disputes and other matters arise may mutually agree to waive these arbitration provisions, and said Parties may, pursuant to such waiver, at law or in equity, by suit, action, mandamus or other proceeding, enforce or compel the performance of this Agreement and may be awarded damages, including reasonable attorneys' fees. In the event the Parties waive these arbitration provisions, no action taken by any Party hereto pursuant to the provisions of any Article of this Agreement shall be deemed to constitute an election of remedies and all remedies set forth in tOID this Agreement shall be cumulative and nonexclusive of any other t`) remedy either set forth herein or available to any Party at law or x in equity. B. Unless otherwise agreed in writing, the Parties constructing the Extensions shall carry on such construction during the pendency of any arbitration proceedings and payments shall - 18 - continue to be made by both Parties in accordance with the provisions of Article V hereof. C. In the event of a material breach of this Agreement, except in the event of a failure to make an escrow deposit for which no cure period shall be allowed, the Parties agree that the Party claiming breach shall give prompt alleged breach and the Party receiving thirty (30) days after receipt of such written notice of such notice shall notice to correct such have such alleged breach, before the seeking of any remedy provided for herein (provided, however, that said thirty (30) day period shall be extended if the defaulting Party has initiated the cure of said default and is diligently proceeding to cure the same). D. If a Party to this Agreement shall fail to perform its obligations hereunder, the Party affected by such any of default shall give written notice of the default to the defaulting Party, and if the defaulting Party shall have failed to cure the default within thirty (30) days after the receipt of the default notice (provided, however, that said thirty (30) day period shall be extended if the defaulting Party has initiated the cure of said default and is diligently proceeding to cure the same), then in addition to any and all other remedies that may be available, the Party affected by the default shall have the right (but not the obligation) to take such action as in its reasonable discretion o shall be necessary to cure the default. In such event, the defaulting Party hereby agrees to pay and reimburse the party affected by the default for all reasonable costs and expenses - 19 - (including, but not limited to, reasonable attorneys' fees) incurred by it in connection with action taken to cure such default. The Defaulting Party shall not be entitled to any recapture rights or sewer or water tap -on credits to the extent of its default, and the party undertaking the obligation of the defaulting Party shall be entitled to recapture or sewer or water tap -on credits to the extent of its undertaking of the additional obligations. E. The failure of a Party to insist upon the strict and prompt performance of the terms, covenants and conditions herein contained, or any of them, upon the Party imposed, shall not constitute or be construed as a waiver or relinquishment of such Party's right thereafter to enforce any such terms, covenants, agreements or conditions, but the same shall continue in full force and effect. ARTICLE XIV CAPTIONS AND DESIGNATIONS /EXHIBITS Paragraph numbers and caption headings are purely descriptive and shall be disregarded in construing this Agreement. All exhibits to this Agreement are expressly incorporated herein by this reference. ARTICLE XV SEVERABILITY If any provision, clause, word or designation of this Agreement is held to be invalid by any arbitrator or court of competent jurisdiction, such provision, clause, word or designation - 20 - shall be deemed to be excised from this Agreement and the invalidity thereof shall not affect any other provision, clause, word or designation contained herein. ARTICLE XVI COVENANTS TO RUN WITH LAND The terms, provisions, covenants, obligations and conditions contained in this Agreement shall run with the land and be binding on and inure to the benefit of successor owners, grantees and developers of the Properties except as otherwise provided herein. Notwithstanding the foregoing, no third party beneficiary rights are created, or intended to be created, by this Agreement for any person or property owner not a party to this Agreement. ARTICLE XVII AUTHORIZATIONS. The Parties represent and warrant that the individuals executing this Agreement on their behalf have been duly authorized to do so and that all necessary actions, authorizations, resolutions and approvals have been secured prior to the execution and delivery of this Agreement. IN WITNESS WHEREOF, the Parties have affixed their signatures hereto and caused this Agreement to be executed by their duly authorized corporate officers all as of the day and year first above written. AERO HEIG TS PARTNERS 11,;y1 P Its: /left)4 VILLA j►:;ri7`�; ONT £$ /' By: Its: Preside +'l1 JURINEK & RISKUS, INC., an Illinois co •oration By: Its: Attest: Its: 5e. 427 e4t4I-4. * LNC CF C IICAGJ F/K/A STANDARD BANK ANIA TRUST COMPANY *BANK OF CHICAGO /GARFIELD RIDGE ,Do2/27/1992 LAND TRUST NO. 151097 TRUST NO. 92-2-5, As Trustee and rot PerSCnally Its: Donna Diviero, A.T.O. LIU ULPATORY CLAUSE ATTAC1i AND MADE A PART MEM, Attest: t a a/224 Sp Vice- P/es /i.7e,) 7- Its: - 22 - All representations and undertakings of BANK OF CHICAGO as trustee as aforesaid and not individually are those of Ks beneficiaries only and no liability Is assumed by or should be asserted against BANK OF CHICAGO personally as a •ndt of the signing of this htstrummL STATE OF ILLINOIS ) SS COUNTY OF COOK ) I, the undersigned, a Notary Public in and for the County and State aforesaid, do hereby certify that John Jurinek personally known to me to be the President President and Laddie Drahos Secretary, respectively, of JURINEK & RISKUS, INC., an Illinois 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 Secretary of said corporation, and caused the corporate seal of said corporation to be affixed thereto, pursuant to authority given by the Board of Directors of said corporation, as their free and voluntary act, and as the free and voluntary act and deed of said corporation, for the uses and purposes therein set forth. Given under my hand and official seal, this 6th day of June , 1996. Notary Publi My Commission Expires: "OFFICIAL SEAL" SHARON M. LADEWSKI Notary Public, State of Illinois My Commission Explra$ March 28, 1999 STATE OF ILLINOIS ) SS COUNTY OF COOK I, the undersigned, a Notary Public in and for the County and State aforesaid, do hereby certify that Andrew F. Maletich, Sr., personally known to me to be-the a Partner and Alan D. Dineff, a Partner , respectively, of AERO HEIGHTS PARTNERSHIP, an Illinois partnership, 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 Partnersand _ of said partnership, and caused the corporate seal of said partnership to be affixed thereto, pursuant to authority given by the Board of Directors of said partnership, as their free and voluntary act, and as the free and voluntary act and deed of said partnership, for the uses and purposes therein set forth. Given under my hand and official seal, this 6th day of June 1996. Notary Publi My Commission Expires: "OFFICIAL SEAL" SHARON M. LADEWSKI Notary Public, State of Illinois My 6emmissien Eapiteg Marah 28, 1999 STATE OF ILLINOIS ) SS COUNTY OF COOK I, the undersigned, a Notary Public in and for the County and State aforesaid, do hereby certify that Bridgette W. Scanlan personally known to me to be the AVP & T.O. REestdant and Donna Diviero, A.T.O. xSeaxecemy, respectively, of STANDARD BANK AND TRUST COMPANY LAND TRUST NO. 15097, an Illinois 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 AVP & T.U. e d » it and A.T.O. _ Sox of said corporation, and caused the corporate seal of said corporation to be affixed thereto, pursuant to authority given by the Board of Directors of said corporation, as their free and voluntary act, and as the free and voluntary act and deed of said corporation, for the uses and purposes therein set forth. Given under my hand and official seal, this 5th day of June , 1996 S`Y~ UNCIAL SEAL rr,; R1CIA A. KROLtK 3 Notary Publi My Commission Expires: STATE OF ILLINOIS SS COUNTY OF COOK *RANK GE C U c3 F/WA I, the undersigned, a Notary Public in and for the County and State aforesaid, do hereby certify that ancginiC.LCSUFDD personally known to me to be the r n sr CETIM omigiggeg and IX tD A. STANMYK, Sit. VICE PRESIDENT RaNKOIMNOF, respectively, of *BANK OF CHICAGO /GARFIELD RIDGE LAND TRUST NO. 92- 2-5, an Illinois 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 suclia►xl Trust Offior ROGNOSONt and Sr. vice President )0SWM%MaNIET of said corporation, and caused the corporate seal of said corporation to be affixed thereto, pursuant to authority given by the Board of Directors of said corporation, as their free and voluntary act, and as the free and voluntary act and deed of said corporation, for the uses and purposes therein set forth. Given under my hand and official seal, this 10th Jix , 1996. "OFi^ CJAL SEAL" Dolores Reinke Notary Pudic, State of Illinois My Co nntit §lpA rApiro Mat, 1( 9 Y ��� t:5u 1 got,„ Notary Public My Commission. Expires: day of STATE OF ILLINOIS ) SS COUNTY OF COOK ) I, the undersigned, a Notary Public in and for the County and State aforesaid, do hereby certify that u;..hard A _ Kwaaneski , personally known to me to be the Mayor of Lemont and Charlene Smollen Village Clerk, respectively, of the VILLAGE OF LEMONT, 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 Mayor and Village Clerk of said Village, and caused the corporate seal of said corporation to be affixed thereto, pursuant to authority given by the Board of Directors of said corporation, as their free and voluntary act, and as the free and voluntary act and deed of said corporation, for the uses and purposes therein set forth. Given under my hand and official seal, this /Ofd day of , 1996. u Notary P My is • ire : ROSEMAY YATES Y PUBLIC STATE OF ILLINOIS . .tr MY COMMISSION. �,r UTILITY AND ANNEXATION PARTICIPATION AGREEMENT EXHIBITS A- Legal Description of Jurinek & Riskus property B- Legal Description of Aero Landings of Lemont, Inc. property C- Route for Water Main D- Route for Sewer Main EXHIBIT A LEGAL DESCRIPTION FOR ROLLING MEADOWS OF LEMONT THE EAST 1/2 OF THE NORTHWEST 1/4 OF SECTION 31, TOWNSHIP 37 NORTH, RANGE 11, EAST OF THE THIRD PRINCIPAL MERIDIAN, EXCEPT THE EASTERLY 300 FEET OF THE NORTHERLY 726.00 FEET OF SAID NORTHWEST 1/4, ALL IN COOK COUNTY, ILLINOIS. PIN: 22 -31- 101 -006 and 22 -31- 101 -001 PROPERTY ADDRESS: SOUTH OF 127TH STREET AND EAST OF SMITH ROAD, LEMONT, ILLINOIS 60439 EXHIBIT B AERO HEIGHTS LEGAL DESCRIPTION t LEGAL DESCRIPTION HERO HEIGHTS PARCEL 1: The North West 1/4 of the South West 1/4 of Section 30, Township 37 North, Range 11 East of the Third Principal Meridian, in Cook County, Illinois PARCEL 2: The East 16.50 feet of the South 1/2 of the West 1/2 of the South West fractional quarter of Section 30, Township 37 North, Range 11 East of the Third Principal Meridian, in Cook County, Illinois PARCEL 3: The South 1/2 of the West 1/2 (except the East 16.50 feet and also except the West 375 feet of the East 391.50 feet of the South 260 feet thereof and except the West 8 acres thereof) of the South West fractional quarter of Section 30, Township 37 North, Range 11 East of the Third Principal Meridian PARCEL 4: The West 8 acres of the South 1/2 of the West 1/2 of the South West fractional quarter of Section 30, Township 38 North, Range 11 East of the Third Principal Meridian PARCEL 5: The South 177.93 feet of that part of the West 1/2 of the North West fractional quarter of Section 30, Township 37 North, Range 11 East of the Third Principal Meridian, lying South of the Chicago and Alton Railroad Company right of way in Cook County, Illinois P.I.N. 22- 30- 101 -032 22-30 -302 -002 22 -30- 300 -002 22- 30- 300 -001 22 -30 -101 -033 22-30 -302 -004 EXHIBIT C WATER MAIN EXTENSION SCALE SKETCH PLAN . . UTILITY EXTENSIONS -r XISt SAN. SEWER I": goo' EXIST. WATERMAIN * The proposed sleeve and its installaion are subject to final Village approval. The Village may elect not to have it installed. ZERO LANDINGS /ROLLING MEADOWS '1 r". C y'T r t fr7,r r rrrl r \]DOY1IT& II:Nc;INIrtrltlNC, iNC. COU WLIYro C .11104U$ -' -- urm "u1/179!I! EXHIBIT D SANITARY SEWER LINE EXTENSION T Q SCALE C SKETCH PLAN . . UTILITY EXTENSIONS 'XISt SAN. SEWER PROPOSED Ib" SAN. SEWE I "2 BOO' EXIST. WATERMAIN * The proposed sleeve and its installaion are subject to final Vi11arge approval. Tho Village may elect not to have it installed. ZERO LANDINGS /ROLLING MEADOWS I�;Nt:iNlri�ttlN(, INC. camuvits,stirtvIvitutt.2.....,.ntrat