O-05-18VILLAGE OF DEERFIELD
LAKE AND COOK COUNTIES, ILLINOIS
ORDINANCE NO. 0 -05 -18
AN ORDINANCE APPROVING A FINAL DEVELOPMENT PLAN
AND AUTHORIZING A SPECIAL USE PLANNED UNIT DEVELOPMENT
FOR THE TAKEDA PHARMACEUTICALS PROPERTY IN THE
I -1 OFFICE, RESEARCH AND RESTRICTED INDUSTRIAL DISTRICT
PASSED AND APPROVED BY THE
PRESIDENT AND BOARD OF TRUSTEES
OF THE VILLAGE OF DEERFIELD, LAKE
AND COOK COUNTIES, ILLINOIS, this
2nd day of May , 2005.
Published in pamphlet form
by authority of the President
and Board of Trustees of the
Village of Deerfield, Lake and
Cook Counties, Illinois, this
3rd day of May , 2005.
VILLAGE OF DEERFIELD
LAKE AND COOK COUNTIES, ILLINOIS
ORDINANCE NO. 0 -05 -18
AN ORDINANCE APPROVING A FINAL DEVELOPMENT PLAN
AND AUTHORIZING A SPECIAL USE INDUSTRIAL PLANNED UNIT
DEVELOPMENT FOR THE TAKEDA PHARMACEUTICALS PROPERTY IN THE
I -1 OFFICE, RESEARCH AND RESTRICTED INDUSTRIAL DISTRICT
WHEREAS, Petitioner Takeda Pharmaceuticals of North America, Inc., the Owner of a
certain tract of property located at the northeast quadrant of Saunders Road and Lake -Cook Road and
legally described on Exhibit A attached hereto and made a part hereof (the "Property "), has
petitioned the Plan Commission of the Village of Deerfield to permit the development of Phase I of
the Takeda Park corporate office park development as a Special Use Industrial Planned Unit
Development of the Property in accordance with certain Phase I Plans attached as Exhibit D to a
certain Annexation Agreement by and between the Village of Deerfield and the Owner dated January
18, 2005 (the "Annexation Agreement "), under and pursuant to the provisions of Article 6.01 -C,
Paragraph 5, Article 12.09 -C and Article 13.11 of the Zoning Ordinance ofthe Village of Deerfield,
as amended, including certain modifications to the requirements of the Deerfield Zoning Ordinance;
and,
WHEREAS, the Plan Commission of the Village of Deerfield held a public hearing on
November 11, 2004 and of December 9, 2004 to consider Owner's proposed Preliminary
Development Plan to permit the development of Phase I of the Takeda Park corporate office park as
a Special Use Industrial Planned Unit Development of the Property in the I -I Office, Research and
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Restricted Industrial District, said hearing being held pursuant to public notice and conforming in all
respects, in both manner and form, with the requirements of the statutes of the State of Illinois and
the Zoning Ordinance of the Village of Deerfield; and,
WHEREAS, the Plan Commission of the Village of Deerfield, .after considering the
proposed Preliminary Development Plan for the Property and the evidence and supporting materials
offered at said public hearing, submitted its written report to the Board of Trustees of the Village of
Deerfield recommending approval of the Preliminary Development Plan to allow Phase I of the
Takeda Park corporate office park development, including certain modifications to the requirements
of the Deerfield Zoning Ordinance, as a Special Use Industrial Planned Unit Development of the
Property in the I -1 Office, Research and Restricted Industrial District; and,
WHEREAS, the President and Board of Trustees of the Village of Deerfield concurred in the
recommendation of the Plan Commission to approve the Preliminary Development Plan submitted
by the Owner for approval of Phase I of the Takeda Park corporate office park development as a
Special Use Industrial Planned Unit Development of the Property; and
WHEREAS, the Plan Commission of the Village of Deerfield has considered Owner's
proposed Final Development Plan for said Phase I of the Takeda Park corporate office park
development of the Property pursuant to Article 12.09 -F, Paragraph 3, of the Zoning Ordinance of
the Village of Deerfield; and,
WHEREAS, the Plan Commission of the Village of Deerfield, after considering Owner's
proposed Final Development Plan for the Property, has submitted its written report to the Board of
Trustees of the Village of Deerfield finding that the Final Development Plan is in substantial
conformance with the previously approved Preliminary Development Plan and recommending that
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said Final Development Plan be approved to permit Phase I of the Takeda Park corporate office park
development as a Special Use Industrial Planned Unit Development of the Property in the I -1 Office,
Research and Restricted Industrial District in accordance with the documents comprising the Final
Development Plan listed on Exhibit B attached hereto, which Exhibit B is hereby incorporated and
made a part of this Ordinance as if fully set forth herein; and,
WHEREAS, the President and Board of Trustees of the Village of Deerfield are of the
opinion that said Final Development Plan should be approved as a Special Use Industrial Planned
Unit Development of the Subject Property in the I -1 Office, Research and Restricted Industrial
District to authorize and permit the construction, development and use of Phase I of the Takeda Park
corporate office park development in accordance with the Final Development Plan and with the
evidence and supporting materials submitted by the Owners which are incorporated herein and made
a part hereof by this reference, including certain modifications to the requirements of the Deerfield
Zoning Ordinance as specified herein;
NOW, THEREFORE, BE IT ORDAINED BY THE PRESIDENT AND BOARD OF
TRUSTEES OF THE VILLAGE OF DEERFIELD, LAKE AND COOK COUNTIES, ILLINOIS, in
the exercise of its home rule powers, as follows:
SECTION 1: That the above and foregoing recitals, being material to this ordinance, are
hereby incorporated by this reference and made a part of this ordinance as if fully set forth herein.
SECTION 2: That the President and Board of Trustees do hereby find that the Final
Development Plan for the Subject Property fully complies with the requirements and standards set
forth in Article 6.01 -C, Paragraph 5, Article 12.09 and Article 13.11 of the Zoning Ordinance of the
Village of Deerfield.
IRE
SECTION 3: That the President and Board of Trustees do hereby authorize and approve the
Final Development Plan of the Takeda Park corporate office park development as a Special Use
Industrial Planned Unit Development of the Subject Property in the I -1 Office, Research and
Restricted Industrial District authorizing and permitting the construction, development and use of the
Subject Property to the extent provided herein, including the modifications authorized in Section 4 of
this Ordinance, and subject to the conditions, regulations and restrictions set forth in Section 5 of this
Ordinance.
SECTION 4: The following modifications of the regulations established in the Zoning
Ordinance of the Village of Deerfield for the I -1 Office, Research and Restricted Industrial District
are hereby authorized for the construction, development, and use of Phase I of the Takeda Park
corporate office park development as a Special Use Industrial Planned Unit Development of the
Property in conformance with the Final Development Plan hereby authorized and approved:
A. FLOOR AREA RATIO: .40 Maximum Floor Area Ratio. As applied to the Property, "Floor
Area Ratio" shall mean the ratio of the land area of the Property measured in square feet as
described in subparagraph D below to the Gross Leaseable Area of the buildings on the
Property. "Gross Leaseable Area" shall be defined for purposes of this Ordinance as the
floor area of the buildings on the Property as measured from the interior faces of interior
walls and shall exclude the following: any area utilized for elevator shafts and stairwells;
floor spaces and shafts used for mechanical, telephone and electrical equipment; space
devoted to off - street parking (whether structured or surface) or loading facilities, entrance
lobbies and atrium -type areas; public washrooms; mechanical penthouses; interior balconies
and mezzanines; and enclosed porches, provided, that not more than 1,284,581 square feet of
Gross Leaseable Area may be developed on the entire Takeda Park Property (Phase I and all
future phases). Phase I for which Final Development Plan approval is hereby granted is
comprised of 315,064 square feet of Gross Leaseable Area.
B. BUILDING HEIGHT: Office and research buildings in Phase I on the Property may not
exceed a maximum of 55 feet of building height (measured from the mean elevation at
finished grade along the front of a structure to the roof deck and excluding certain building
appurtenances and accessory structures to the extent permitted by Section 2.01 -D(1) of the
Deerfield Zoning Ordinance), provided that one (1) additional foot of building height shall be
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permitted for every three (3) feet of building setback beyond a 100 -foot building setback, to a
maximum height of ninety (90) feet. The maximum 90 feet of permitted building height
occurs at a minimum building setback of 205 feet. All building, parking structures and other
improvements on the Property, other than office and research buildings shall be subject to the
maximum building height restrictions as set forth in Section 6.01 -F(5) of the Deerfield
Zoning Ordinance.
C. PARKING: Development of the Property shall provide parking for motor vehicles not less
than the quantities and space sizes set forth below:
(i) Office Uses: Office uses will provide parking in an amount not less than the sum of
(a) 3.3 spaces /1000 square feet of Gross Leaseable Area, as defined above, plus (b) .7
spaces /1000 square feet of Gross Building Area, such "Gross Building Area" to be
defined for purposes of this Agreement as the floor area of the buildings on the
Property as measured from outside glass line to outside glass line and shall exclude
those areas described in Section 8.02 -D(1 )(a) -(c) of the Deerfield Zoning Ordinance,
provided that Owner shall be permitted to landbank as described in Section 7(g)(v)
of the Annexation Agreement any required office parking in excess of the amount
required by clause (a) of this Section 4.C(i).
(ii) Parking Space Size: In lieu of the required parking stall dimension of 9 feet wide by
19 feet long, all surface and structured parking spaces on the site may be constructed
with a minimum parking stall dimension of 8.5 feet wide x 18 feet long, except that
visitor's parking spaces must have a size not less than 9 feet wide x 18 feet long, and
required parking for a day care use must have a size not less than 9 x 19 feet.
D. PROPERTY AREA: For purposes of calculating compliance of the Property with all
applicable regulations set forth in this Ordinance and in the Zoning Ordinance of the Village
of Deerfield, the land area of the Takeda Property (both Phase I and all future phases) shall
be deemed to be its current land area, net of roads, which the Parties agree to be 70.3948
acres, plus 3.33 acres which was donated by a prior owner of the Property to the Illinois State
Toll Highway Authority (the "Tollway Donation ") for the right -of -way in the vicinity of the
Lake -Cook Road/I -94 Tollway interchange upon assurances from Lake County that such
donation would not decrease the land area of the Property for zoning compliance purposes.
The Tollway Donation shall continue to be included as pervious open space for such
purposes as though it had not been donated. As the result the total area of the Takeda
Property (both Phase I and all future phases) for calculating Floor Area Ratio, Useable Open
Space, Lot Coverage, Impervious Surface (described in Section 4.H below) and any other
regulation which depends on calculation of the area of the Takeda Property shall be deemed
to be 3,211,453 square feet based on the 73.7248 acre total. Any dedications of any part of
the Property by the present or successor Owners for public purposes, such as, without
limitation, roads, public paths or sidewalks, parks, and schools (including the donations
Owner is making at the time of Phase I development to Cook County for Lake -Cook Road
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and to Lake County for Saunders Road, and any dedication in the future to the Village for the
Saunders Road public pedestrian path) shall not reduce the land area of the Property for such
PUD Standards and other zoning calculations, and setbacks shall continue to be measured
from the right -of -way lines in existence as of the date of this Agreement notwithstanding
such donations, so as to allow development of the Property for all purposes as though said
land had not been donated.
E. LANDSCAPING: The Final Development Plan contemplates a mix of primarily native
sustainable landscaping planted in a naturalistic manner in the larger open areas of the
Property and more formalistic plantings around building perimeters and site roadways. The
Village agrees that native, prairie -type plantings may be provided on berms screening parking
areas in lieu of shrubbery or other types of landscape screening that otherwise might be
required under applicable Village regulations. Portions of the Property may be used for
farming as an interim use as set forth in Section 7(h)(v) of the Annexation Agreement.
F. SIGNS:
(i) Four (4) ground signs shall be permitted as follows:
a. One (1) 119 sq. ft. per face (18' 9" length x 6' 4 "height) entry median
ground sign on the Lake Cook Road frontage of the Property containing
the " Takeda" logo and, at Owner's option, the wording "One Takeda
Parkway." Said sign may be located within the 100 -foot required
perimeter setback as provided in the Final Development Plan.
b. One (1) 119 sq. ft. per face (18' 9" length x 6' 4 "height) entry median
ground sign on the Saunders Road frontage of the Property containing the
" Takeda" logo and, at Owner's option, the wording "One Takeda
Parkway." Said sign may be located within the 100 -foot required
perimeter setback as provided in the Final Development Plan.
c. One (1) 229 sq. ft. (30' -6" length. x 7' -6" height) single -faced ground
sign at the corner of Lake Cook Road and Saunders Road as provided in
the Final Development Plan. Said sign may be located within the 100 -
foot required perimeter. setback as provided in the Final Development
Plan.
d. One (1) 393 sq. ft. per face (12 " -9" length x 30' -10" height) ground sign
along the frontage of the Tollway as provided in the Final Development
Plan. Said sign may be located within the 100 -foot required perimeter
setback as provided in the Final Development Plan.
(ii) A 165 sq. ft. wall sign is permitted on the south wall of Building 1, above the
roof deck of the building, as provided in the Final Development Plan.
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(iii) Sign lettering may be either charcoal gray or red at Owner's option as
provided in the Final Development Plan.
G. LOADING DOCKS: Individual buildings will not be required to provide the loading docks
required by the Deerfield Zoning Ordinance if the loading function is otherwise addressed by
the remote delivery facility and/or internal delivery areas within such building or loading
docks at an adjacent building. If buildings which share loading docks or delivery areas are
under separate ownership, then such docks or delivery areas shall be subject to an easement
or other property right sufficient to assure the availability of such areas to_ such buildings.
H. MISCELLANEOUS BULK REQUIREMENTS. The Property shall comply with the 10%
Minimum Useable Open Space and 40% Maximum Lot Coverage requirements of Sections
12.08 -H and 12.08 -I of the Village's Zoning Ordinance. In addition, the Property shall
maintain a Maximum Impervious Surface Ratio of 50 %.
I. APPLICATION OF REQUIREMENTS. The PUD Standards set forth in the Annexation
Agreement and in this Ordinance shall be determined based on application of such
requirement to the Property as a whole, taking into account land area credited to the Property
as described in Section 4.1) of this Ordinance. It is understood that required building
setbacks are applicable only to the exterior boundaries of the Property and that no setback
requirements shall apply within or between any lots or buildings that may exist from time to
time on the Property, but setbacks between buildings and structures within the site shall take
due consideration of public safety issues as required by Section 12.08 -G of the Village's
Zoning Ordinance. The perimeter setback shall be kept free of buildings, structures and
parking and shall be maintained in landscaping, except fences, stormwater detention or
retention areas, interior private roads and drive aisles, vehicle turnaround areas, signage, and
pedestrian paths, recreation areas as well as other required yard obstructions permitted in the
Village's Zoning Ordinance, may be placed in the perimeter setback, including those
improvements shown on the Final Development Plan.
J. APPROVED SPECIAL USES. The following special uses in the I -1 Office, Research,
Restricted Industrial Zoning District are approved special uses for Phase I at the Property: (i)
the uses listed in Section 6.01- C(2)(b)(1) of the Village's Zoning Ordinance so long as the
conditions of Section 6.01- C(2)(b)(1) are met; (C) a fitness facility located within an office
building meeting the requirements of Section 6.01- C(4)(a) of the Village's Zoning
Ordinance.
SECTION 5: That the approval and authorization of said Final Development Plan is hereby
granted subject to the following conditions, regulations and restrictions:
A. That the construction, development and use of the Property shall be in accordance with the
documents, materials and exhibits comprising the Final Development Plan for the Subject
Property attached hereto and made a part hereof as Exhibit B.
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B. That the Owner of the Subject Property shall fully and completely comply with all of the
terms and conditions set forth in that certain Annexation Agreement by and between the
Village of Deerfield and Takeda Pharmaceuticals North America, Inc. dated January 18,
2005.
C. Full and complete compliance with all of the terms and conditions set forth in the
Development Agreement by and between Takeda Pharmaceuticals North America, Inc. and
the Village of Deerfield, a copy of which is attached hereto as Exhibit C.
D. All representations submitted and made by the Owner to the Plan Commission and to the
President and Board of Trustees of the Village of Deerfield.
SECTION 6: That the corporate authorities of the Village of Deerfield do hereby approve
the Development Agreement for Phase I of the Takeda Park Corporate Office Park Development, a
copy of which is attached hereto as Exhibit C, and the Village President and the Village Clerk be and
they are hereby authorized and directed to execute said Development Agreement for an on behalf of
the Village of Deerfield.
SECTION 7: That the corporate authorities of the Village of Deerfield do hereby further
approve the Plat of Subdivision for Phase I of the Takeda Park Corporate Office Park Development,
a copy of which is incorporated herein by reference as part of Exhibit B hereof.
SECTION 8: That the Final Development Plan hereby approved and authorized as a Special
Use Industrial Planned Unit Development authorizing a corporate office park development on the
Subject Property shall be binding upon and inure to the benefit of Owner and Owner's successors,
grantees, transferees and assigns.
SECTION 9: That the Village Clerk is hereby authorized and directed to record this
Ordinance in the office of the Recorder of Deeds of Lake County, Illinois at Owner's expense.
SECTION 10: That this Ordinance, and each of its terms, shall be the effective legislative
act of a home rule municipality without regard to whether such Ordinance should: (a) contain terms
contrary to the provisions of current or subsequent non - preemptive state law; or, (b) legislate in a
manner or regarding a matter not delegated to municipalities by state law. It is the intent of the
corporate authorities of the Village of Deerfield that to the extent that the terms of this Ordinance
should be inconsistent with any non - preemptive state law, this Ordinance shall supersede state law in
that regard within its jurisdiction.
SECTION 11: 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 this 2nd day of May , 2005.
AYES: Benton, Kayne, Rosenthal, Seiden, Swanson, Wylie (6)
NAYS: None (0)
ABSENT: None (0)
ABSTAIN: None (0)
APPROVED this 2nd
ATTEST:
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DEVELOPMENT AGREEMENT
THIS DEVELOPMENT AGREEMENT ( "Agreement ") entered into this 2nd day of
May , 2005, by and between TAKEDA PHARMACEUTICALS NORTH
AMERICA, INC, a Delaware corporation (referred to alternatively as the "Owner" or the
"Developer "), and the VILLAGE OF DEERFIELD, an Illinois municipal corporation (the
"Village ").
RF.CITALS
WHEREAS, Owner holds title to a certain parcel of unimproved property with an area
of 70.3948 acres at the northwest quadrant of the I -94 Tollway and Lake -Cook Road,
Deerfield, Illinois, which is legally described on Exhibit A attached hereto and made a part
hereof (the "Subject Property "); and,
WHEREAS, Owner has proposed to develop the Subject Property as a corporate office
park which may be known as Takeda Park in accordance with a Master Plap set forth in that
certain Annexation Agreement by and between Owner and the Village dated as of January 18,
2005 (the "Annexation Agreement "). Phase I of the Master Plan includes the easternmost two
office buildings, a remote delivery facility, certain security gatehouses, certain landscape
improvements, parking improvements, stormwater drainage improvements, traffic improvements
and other public improvements, all in accordance with final development plans and a
Development Agreement (the "Project ") to be approved by the Village; and,
WHEREAS, the Developer has submitted various plans, elevations, schedules,
specifications and other documents comprising its Final Development Plan, as that term
is defined in the Village Zoning Ordinance, to the Village Plan Commission which has
issued its recommendation for approval; and
WHEREAS, the Corporate Authorities of the Village have received and approved the
favorable recommendation of the Village Plan Commission relating to the petition submitted by
the Developer, and have determined that the best interests of the Village will be served
by approving the Final Development Plan to authorize and permit the development and use of
the Project pursuant to the Final Development Plan, subject to the provisions of Village
Ordinance No. 0 -05 -1$ and
WHEREAS, the Corporate Authorities of the Village have adopted or,
contemporaneously with the adoption of this Agreement will adopt, all necessary ordinances,
passed all necessary motions, and otherwise granted all necessary approvals approving the
Developer's Final Development Plan; and
WHEREAS, the Village has heretofore adopted the Village of Deerfield
Development Code (the "Development Code ") by Ordinance No. 93 -53 which, among other
things, requires that the Village and a developer enter into a development agreement relative
to the development of the certain types of properties located within the Village, including
developments such as the Project proposed by the Developer for Subject Property; and
WHEREAS, in accordance with Article III of the Development Code, this Agreement
has been reviewed by the Director of Community Development and the Village Engineer,
who have made recommendations to the President and Board of Trustees of the Village of
Deerfield; and
WHEREAS, the parties now desire to enter into this Development Agreement,
pursuant to the applicable provisions of the Development Code, for the purposes set forth in the
Development Code.
IT IS THEREFORE AGREED by and between the parties hereto, as follows:
AGREEMENTS:
1. Incorporation of Recitals and Exhibits. The above and foregoing recitals, being
material to this Agreement, are hereby incorporated and made a part of this Agreement as if fully
set forth herein. The Exhibits attached to this Agreement are expressly incorporated herein.
2. Identification of Development/Improvement Plan.
A. For purposes of this Agreement, the "Development Plan" for the Subject
Property shall consist of the documents listed on Exhibit B hereto, which documents have
been approved by the President and Board of Trustees pursuant to the Development Code are
which hereby incorporated and made a part of this Agreement by this reference.
B. In accordance with Section 3 -101 -B of the Development Code, the
Developer has provided the Village Engineer and the Director of Community Development with
copies of a Final Improvement Plan as a part of its Development Plan. The term
"Improvement Plan" when used herein shall include only those documents and /or plans or
those specific parts of documents and /or plans listed in Exhibit C that depict public or private
improvements as they are defined and specifically identified hereafter. Said final engineering
plans are identified as a part of Exhibit C. The Developer agrees to grant to the Village all
easements reasonably requested by the Village which are related to the Improvement Plan. In
addition, the Village reserves the right to review and approve all third party easements and cross
easements related to the Improvement Plan.
3. Site Development Schedule. In accordance with Section 3- 102- B(4)(a) of the
Development Code, the development of the Subject Property will proceed substantially in
accordance with the schedule attached hereto as Exhibit D and made a part hereof. The parties
recognize and acknowledge that this development schedule is subject to variables relating to
weather, strikes, work stoppages, acts of God and other matters outside of the reasonable
control of the Developer or their contractors and subcontractors.
4. Improvement Plan Details. In accordance with Section 3- 102- B(4)(b) of the
Development Code, all proposed improvements are depicted and detailed on the
Improvement Plan attached hereto as Exhibit C.
5. Performance Guaranty. Except as provided in the following Paragraphs A and B,
Developer shall submit a performance guarantee as required by Article IV of the
Development Code.
A. In accordance with Article IV and Section 3- 102- B(4)(c) of the
Development Code, Developer shall provide to the Village, in a form satisfactory to the
Village, an irrevocable commercial letter of credit equal to 110% of the total cost estimate
set forth in Exhibit C for access roads, erosion control, public sidewalks (if any), utilities,
drainage and landscaping (the "Guaranteed Improvements ") which are described on Exhibit C
attached hereto. Notwithstanding anything in the Development Code to the contrary, in the
Annexation Agreement the Village agreed that Owner will not be required to furnish a
performance guaranty with the Village for (i) any improvements to Saunders Road or Lake -Cook
Road or extension of Lake County Special Service Area #5 Sanitary Service for which Owner
has posted any required security with the governmental entities having jurisdiction over such
improvements, (ii) with respect to the pedestrian paths shown on the Improvement Plan due to
the private nature of such paths or the Saunders Road public pedestrian path, and (iii) with
respect to private parking lots and parking structures. In the Annexation Agreement, the Village
agreed that any letters of credit required to secure the construction or maintenance of or warranty
on any improvements may be issued by Owner or an affiliate of Owner. In addition, in the
Annexation Agreement the Village agreed that Owner may post cash in lieu of a letter of credit,
which cash shall be held in an interest bearing account controlled by the Village, with interest to
be credited and paid to Owner upon any refund of said security.
B. At the time that Developer completes Guaranteed Improvement(s) in
accordance with the Improvement Plan and makes payments for such Guaranteed
Improvement(s) and partial reduction of the letter of credit, Developer shall provide Village
with documentation: (i) identifying the specific Guaranteed Improvements completed by
Developer, (ii) the estimated cost for such Guaranteed Improvements, (iii) certificates from
the Inspecting Engineer (defined below) that such Guaranteed Improvements have been fully
and satisfactorily completed, (iv) all appropriate contractor and /or subcontractor lien
waivers for the work performed and materials supplied for the specific Guaranteed
Improvements, and (v) such other and further invoices, bills, contracts or documentation as the
Village shall reasonably request to evidence completion of the Guaranteed Improvements in
accordance with the Improvement Plan. Except as expressly modified herein, all reductions
and the final discharge of the letter of credit or other security shall be in accordance with
Sections 4 -107 and 4 -109 of the Development Code.
6. Inspecting En ig neer. Pursuant to Section 4 -106 of the Development Code, the
Village Engineer, or any mutually acceptable registered professional engineering firm
designated by the Village Engineer, shall be the "Inspecting Engineer" authorized to
ensure that the development complies with the approved Improvement Plan, the Village
Standards and Specification Manual and this Agreement. To the extent that the Village
Engineer designates a professional engineering firm to serve as the Inspecting Engineer, such
Inspecting Engineer shall invoice the Village for engineering services rendered and the
Developer shall promptly reimburse the Village for such engineering fees and costs, subject
to the limitations in Chapter 20, Article 2, Section 9.215(3) of the Village Municipal Code.
7. Curb Cuts. Both parties recognize that the Lake County Department of
Transportation ( "LCDOT ") must approve all curb cuts exiting onto Saunders Road and all
improvements to Saunders Road, and the Cook County Highway Department ( "CCHD ") must
approve all curb cuts exiting onto Lake -Cook Road and all improvements to Lake -Cook
Road. Said improvements shall be provided by Developer, at Developer's sole cost, in
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accordance with improvement plans approved by the Village and the applicable highway
authority. .
8. Remedies. Upon the occurrence of a breach of this Agreement, any party in a
court of competent jurisdiction may obtain all appropriate relief, including but not limited to
specific performance, injunction or damages. Notwithstanding the foregoing, before the
failure of any party to perform its obligation under this Agreement may be considered a
breach, the party claiming such failure shall notify, in writing, the party alleged to have
failed to perform, and shall demand performance. No breach may be found to have occurred
if performance has commenced to the reasonable satisfaction of the complaining party
within thirty (30) days of receipt of such notice and if the failing party proceeds diligently and
expeditiously to cure such failure.
9. Compliance with Other Rules and Regulations. Except as specifically provided
herein, the development of the Subject Property shall proceed in accordance with the
ordinances described herein above and with applicable provisions of the Municipal Code of
the Village of Deerfield of 1975, as amended.
10. Successors, Assigns and Grantees. This Agreement shall be binding upon and
inure to the benefit of the parties hereto and their respective ,successors, assigns and grantees.
11.. Captions. The captions herein are inserted for the convenience of the parties
and are not to be construed as an integral part of the Agreement.
12. Governing Law. This Agreement shall be governed by and construed in
accordance with Illinois law.
13. Authority. The parties warrant and represent that they have the power and
authority to enter into this Agreement in the names, titles and capacities herein stated.
14. Notices. All notices, elections and other communications between the parties
hereto shall be in writing and shall be mailed by certified mail, return receipt requested, postage
prepaid or delivered personally to the parties at the following addresses, or to such
other addresses as the parties by "notice" shall designate:
If to the Village:
with a copy to:
Village of Deerfield
Peter Coblentz
850 Waukegan Road
Rosenthal, Murphey & Coblentz
Deerfield, Illinois 60015
30 North LaSalle Street, Suite 1624
Attn: Village Manager
Chicago, Illinois 60602
To the Owner or Developer:
With a copy to:
Takeda Pharmaceuticals North America, Inc.
Mayer, Brown, Rowe & Maw LLP
475 Half Day Road
190 South LaSalle Street
Lincolnshire, Illinois 60069
Chicago, Illinois 60603
Attn: Deputy General Counsel
Attn: Ivan P. Kane
15. Severability. If any provision, covenant, agreement or portion of this Agreement is
held invalid, such invalidity shall not affect the application or validity of such other
provisions, covenants or portions of this Agreement.
16. Conflict. To the extent this is a conflict between this Agreement and the
Annexation Agreement, the Annexation Agreement shall prevail.
SIGNATURE PAGE TO FOLLOW.
IN WITNESS WHEREOF, the parties her o ave set their hands and seals on the
day and year first above written. I
ATTEST:
rVI GE RFIELD, Lake and Cook
es i s municipal corporation
By:
Village Clerk
Village President
TAKEDA PHARMACEUTICALS NORTH
AMERICA, INC.; a Delaware corporation
By:
Its:
SCHEDULE OF EXHIBITS
Exhibit A Legal Description of Subject Property
Exhibit B Documents Comprising Final Development Plan
Exhibit C Documents Comprising Improvement Plan
Exhibit D Site Development Schedule
EXHIBIT A
LEGAL DESCRIPTION
THAT PART OF THE SOUTH HALF OF FRACTIONAL SECTION 31, TOWNSHIP 43 NORTH,
RANGE 12, EAST OF THE THIRD PRINCIPAL MERIDIAN, DESCRIBED AS FOLLOWS:
COMMENCING AT THE INTERSECTION OF THE WESTERLY RIGHT OF WAY LINE OF THE
NORTHERN ILLINOIS TOLL HIGHWAY WITH THE NORTHERLY RIGHT OF WAY LINE OF
LAKE COOK ROAD; THENCE NORTH 15 DEGREES 50 MINUTES 00 SECONDS EAST,
ALONG THE WESTERLY RIGHT OF WAY LINE OF THE NORTHERN ILLINOIS TOLL
HIGHWAY, A DISTANCE OF 962.38 FEET; THENCE NORTH 77 DEGREES 54 MINUTES 12
SECONDS WEST, A DISTANCE OF 110.96 FEET; THENCE NORTH 64 DEGREES 08
MINUTES 06 SECONDS WEST, A DISTANCE OF 298.74 FEET; THENCE NORTH 80
DEGREES 28 MINUTES 32 SECONDS WEST, A DISTANCE OF 320.96 FEET; THENCE
NORTH 69 DEGREES 06 MINUTES 40 SECONDS WEST, A DISTANCE OF 178.11 FEET;
THENCE NORTH 83 DEGREES 37 MINUTES 21 SECONDS WEST, A DISTANCE OF 275.48
FEET; THENCE NORTH 69 DEGREES 42 MINUTES 36 SECONDS WEST, A DISTANCE OF
217.07 FEET; THENCE NORTH 22 DEGREES 24 MINUTES 11 SECONDS WEST, A
DISTANCE OF 209.24 FEET; THENCE NORTH 89 DEGREES 57 MINUTES 48 SECONDS
WEST, A DISTANCE OF 738.37 FEET; THENCE NORTH 00 DEGREES 00 MINUTES 33
SECONDS EAST, A DISTANCE OF 151.19 FEET; THENCE SOUTH 62 DEGREES 24
MINUTES 31 SECONDS WEST, A DISTANCE OF 129.34 FEET; THENCE SOUTH 69
DEGREES 01 MINUTES 01 SECONDS WEST, A DISTANCE OF 200.52 FEET TO A POINT
ON THE EASTERLY RIGHT OF WAY LINE OF SAUNDERS ROAD (STATE AID ROUTE 41);
THENCE SOUTHERLY ALONG A CURVED LINE, BEING THE EASTERLY RIGHT OF WAY
OF SAID SAUNDERS ROAD (STATE AID ROUTE 41), CONCAVED EASTERLY, HAVING A
RADIUS OF 7589.50 FEET, AN ARC DISTANCE OF 733.43 (CHORD BEARS SOUTH 02
DEGREES 59 MINUTES 32 SECONDS EAST, A DISTANCE OF 733.15 FEET); THENCE
SOUTH 05 DEGREES 46 MINUTES 00 SECONDS EAST, ALONG THE EASTERLY RIGHT
OF WAY OF SAID SAUNDERS ROAD (STATE AID ROUTE 41), A DISTANCE OF 627.89
FEET; THENCE SOUTH 09 DEGREES 32 MINUTES 36 SECONDS EAST, ALONG THE
EASTERLY RIGHT OF WAY OF SAID SAUNDERS ROAD (STATE AID ROUTE 41), A
DISTANCE OF 150.32 FEET; THENCE SOUTH 51 DEGREES 02 MINUTES 05 SECONDS
EAST, ALONG THE EASTERLY RIGHT OF WAY OF SAID SAUNDERS ROAD (STATE AID
ROUTE 41), A DISTANCE OF 45.18 FEET (RECORD) TO THE NORTHERLY RIGHT OF WAY
OF SAID LAKE COOK ROAD; THENCE NORTH 89 DEGREES 59 MINUTES 44 SECONDS
EAST, ALONG THE NORTHERLY RIGHT OF WAY OF SAID LAKE COOK ROAD, A
DISTANCE OF 180.00 FEET (RECORD); THENCE SOUTH 86 DEGREES 45 MINUTES 58
SECONDS EAST, ALONG THE NORTHERLY RIGHT OF WAY OF SAID LAKE COOK ROAD,
A DISTANCE OF 175.29 FEET (RECORD); THENCE NORTH 89 DEGREES 59 MINUTES 04
SECONDS EAST, ALONG THE NORTHERLY RIGHT OF WAY OF SAID LAKE COOK ROAD,
A DISTANCE OF 275.00 FEET (RECORD); THENCE SOUTH 88 DEGREES 44 MINUTES 34
SECONDS EAST, ALONG THE NORTHERLY RIGHT OF WAY OF SAID LAKE COOK ROAD,
A DISTANCE OF 630.16 FEET (RECORD); THENCE NORTH 89 DEGREES 58 MINUTES 15
SECONDS EAST, ALONG THE NORTHERLY RIGHT OF WAY OF SAID LAKE COOK ROAD,
A DISTANCE OF 348.27 FEET (RECORD); THENCE NORTH 84 DEGREES 24 MINUTES 19
SECONDS EAST, ALONG THE NORTHERLY RIGHT OF WAY OF SAID LAKE COOK ROAD,
A DISTANCE OF 427.32 FEET, .TO THE POINT OF BEGINNING, IN LAKE COUNTY,
ILLINOIS.
PIN Numbers: 16 -31- 300 -050 and 16 -21- 300 -028
Common Address: Northeast corner of Lake Cook Road and Saunders Road
EXHIBIT B
DOCUMENTS COMPRISING PHASE I FINAL DEVELOPMENT PLAN APPROVAL
TAKEDA PARK
DEERFIELD, ILLINOIS
I.
2.
3
4.
E
PRESENTATION BOOK TABLE OF CONTENTS
Statement of Intent and Application
Site Plan
A. Drawing L -1: Landscape Key Plan prepared by Wolff Clements and
Associates, Ltd. dated February 25, 2005
B. Drawing C3.OA Phase I — Final Development Plan prepared by V3
Consultants, dated February 25, 2005
Renderings and Drawings prepared by Thompson, Ventulett, Stainback & Associates,
Inc., Architects, dated February 25, 2005:
A. Building Renderings — Phase I:
(i) View from Southeast
(ii) View from Northeast
(iii) Parking Garage Elevations
(iv) Remote Delivery Facility Elevations
B. Material Designations
Floor Plans prepared by Thompson, Ventulett, Stainback & Associates, Inc., Architects,
dated February 18, 2005:
A. Drawing A102 - Reference Building Elevations
B. Drawing A200 - Basement Level Plan
C. Drawing A201 - Link Plans
D. Drawing A202 - Level 1 Floor Plan — Building I
E. Drawing A203 - Level 1 Floor Plan — Building II
F. Drawing A204 - Typical Floor Plan — Building I
G. Drawing A205 - Typical Floor Plan — Building II
H. Drawing A206 - Roof/ Penthouse Plan — Building I
I. Drawing A207 - Roof/ Penthouse Plan — Building II
Parking Structure Elevation Drawings prepared by Thompson, Ventulett, Stainback &
Associates, Inc., Architects, dated February 18, 2005:
A. Drawing PSA 101 - Parking Structure I — Level One Plan
B. Drawing PSA 102 - Parking Structure I — Level Two Plan
0
7.
C. Drawing PSA 103 - Parking Structure.I — Level Three Plan
D. Drawing PSA 105 - Parking Structure I Elevations and Details
E. Drawing PSA 401 — Parking Structure I Components and Details
F. Drawing PSA 402 — Parking Structure I Components and Details
G. Drawing PSA 501 — Parking Structure I Stair No. 1 Component
H. Drawing PSA 502 — Parking Structure I Stair No. 2 Component
I. Drawing PSA 503 — Parking Structure I Stair No. 3 Component
Guard Booth and Remote Delivery Facility Drawings prepared by Thompson, Ventulett,
Stainback & Associates, Inc., Architects, dated February 25, 2005:
(i) Drawing RDA -201 Guard Booth Site Location; Plan; Elevations
(ii) Drawing RDA -101 Remote Delivery Facility Plans
(iii) Drawing RDA -102 Remote Delivery Facility Elevations and
Section Details
Landscape Drawings prepared by Wolff Clements and Associates, Ltd., dated February
25, 2005:
A. Drawing L -1: Landscape Key Plan
B. Drawing L -2: Enlarged Area 1 Plan
C. Drawing L -3: Enlarged Area 2 Plan
D. Drawing L -4: Enlarged Area 3 Plan
E. Drawing L -5: Enlarged Area 4 Plan
F. Drawing L -6: Enlarged North and South Plazas
G. Drawing L -7: Enlarged Ponds
H. Drawing L -9: Plant List
I. Drawing L -15: Details
On -Site Lighting Drawings prepared by Hugh Lighting Design:
A. Site Lighting Plan dated December 23, 2004
B. Photometric Site Lighting Plan dated February 18, 2005
C. On -Site Lighting Fixture Schedule and Cut Sheets dated February 18,
2005
Depictions of Proposed Signage prepared by The Douglas Group, dated February 25,
2005:
A. Site Location Plan — Drawing EG -OS. 1 (with respect to the signs shown
on Drawings G.6, G.7, G.8 and G.13)
B. Project Colors and Finish Schedule (with respect to the signs shown on
Drawings G.6, G.7, G.8 and G.13)
C. Project Typefaces and Symbols (with respect to the signs shown on
Drawings G.6, G.7, G.8 and G.13)
D. Drawing G.6- Tollway Site Identity
E. Drawing G.7 — Building Mounted Logo
F. Drawing G.8 — Entrance Drive Identity
G. Drawing G.13 — Corner Monument
10. Final Plat of Subdivision for Phase I prepared by V3 Consultants, dated February 25,
2005 and revised March 26, 2005
11. Civil Engineering Drawings prepared by V3 Consultants, dated February 18, 2005:
A. Drawing C2.0: Phase I — Master Site Layout and Paving Plan
B. Drawing C3.0: Phase I - Master Grading and Erosion Control Plan
C. Drawing C4.0: Phase I — Master Stormwater Management Plan
D. Drawing C5.0: Phase I — Master Utility Plan
E. Drawing 2.0: Master Utility Plan — Offsite Water Main
12. Development Schedule — Phase I
II. SEPARATELY SUBMITTED DOCUMENTS
The following items were submitted separately from the Presentation Book delivered to the
Village of Deerfield and are also part of the Phase I Final Development Plan Approval for
Takeda Park:
1. Offsite Water Main Improvements prepared by V3 Consultants, dated February
18, 2005:
A. Drawing 0.0: Title Sheet
B. Drawing 1.1: General Notes, Legend and Abbreviations
C. Drawing 2.0: Master Utility Plan — Offsite Water Main*
D. Drawing 2.1: Water Main - Saunders Road
E. Drawing 2.2: Water Main — Tollway
F. Drawing 3.1: Construction Details
2. Plat of Dedication to Lake County (Saunders Road R.O.W.) prepared by V3 Consultants,
dated February 25, 2005
3. Plat of Dedication to Cook County (Lake -Cook Road R.O.W.) prepared by V3
Consultants, dated February 25, 2005
4. [Intentionally omitted.]
5. Development Agreement
6. Offsite Roadway Improvement Plans prepared by Gewalt Hamilton Associates, dated
January 21, 2005:
A. Sheet 1 - Title Sheet
B. Sheet 2 - General Notes
C. Sheet 3 - Typical Cross Sections - Saunders Rd. / Summary of Quantities
D. Sheet 4 - Typical Cross Sections - Lake -Cook. Rd.
E. Sheet 5 - Traffic Control Plan
7
F. Sheet 6 - Existing Conditions / Demolition - Saunders Rd.
G. Sheet 7 -8 - Existing Conditions / Demolition - Lake -Cook Rd.
H. Sheet 9 -10 - Plan and Profile - Saunders Rd.
I. Sheets 11 -13 - Plan and Profile - Lake -Cook Rd.
J. Sheet 14 - Pavement Marking Plan - Saunders Rd.
K. Sheet 15 - Pavement Marking Plan - Lake -Cook Rd.
L. Sheets 16 - Erosion Control Plan
M. Sheets 17 -18 = Cross Sections - Saunders Rd.
N. Sheets 19 -22 - Cross Sections - Lake- Cook Rd.
O. Sheets 23 -33 - Details
P. Sheets 34 -53 - Traffic Signal Plans
Takeda Final Engineering Plans prepared by V3 Consultants, dated February 18, 2005:
A. Drawing C 1.0: General Notes, Legend and Abbreviations
B. Drawing C 1.1: Specifications
C. Drawing C1.2: Topographic Survey
D. Drawing C1.3: Existing Conditions Drainage Plan
E. Drawing C 1.4: Phase I - Key Plan
F. Drawing C2.0: Phase I - Master Layout and Paving Plan*
G. Drawing C2.1: Layout and Paving Plan - Area 1
H. Drawing C2.2: Layout and Paving Plan - Area 2
I. Drawing C2.3: Layout and Paving Plan - Area 3
J. Drawing C2.4: Layout and Paving Plan - Area 4
K. Drawing C2.5: Full Buildout - Mater Plan (For Reference)
L. Drawing C3.0: Phase I - Master Erosion Control and Grading Plan*
M. Drawing C3.1: Grading Plan - Area 1
N. Drawing C3.2: Grading Plan - Area 2
O. Drawing C3.3: Grading Plan - Area 3
P. Drawing C3.4: Grading Plan - Area 4
Q. Drawing C4.0: Phase I - Stormwater Management Plan*
R. Drawing C4.1: Stormwater Management Plan - Area 1
S. Drawing C4.2: Stormwater Management Plan - Area 2
T. Drawing C4.3: Stormwater Management Plan - Area 3
U. Drawing C4.4: Stormwater Management Plan - Area 4
V. Drawing C5.0: Phase I - Master Utility Plan*
W. Drawing C5.1: Utility Plan - Area 1
X. Drawing C5.2: Utility Plan - Area 2
Y. Drawing C5.3: Utility Plan - Area 3
Z. Drawing C5.4: Utility Plan - Area 4
AA. Drawing C6.1: Sanitary Profiles
BB. Drawing C6.2: Sanitary Profiles
CC. Drawing C7.0: Typical Sections - Onsite Roadways and Ponds
DD. Drawing C8.1: Construction Details
EE. Drawing C8.2: Construction Details
FF. Drawing C8.3: Construction Details
GG. Drawing C8.4: Construction Details
HH. Drawing C8.5: Construction Details
II. Drawing C8.6: Construction Details
8. Landscape Drawings prepared by Wolff Clements and Associates, Ltd., dated February
25, 2005:
A. Drawing L -1: Landscape Key Plan*
B. Drawing L -2: Enlarged Area 1 Plan*
C. Drawing L -3: Enlarged Area 2 Plan*
D. Drawing L -4: Enlarged Area 3 Plan*
E. Drawing L -5: Enlarged Area 4 Plan*
F. Drawing L -6: Enlarged North and South Plazas*
G. Drawing L -7: Enlarged Ponds*
H. Drawing L -8: Plant Details
I. Drawing L -9: Plant List*
J. Drawing L -10: Irrigation Plan Northwest
K. Drawing L -11: Irrigation Plan Southwest
L. Drawing L -12: Irrigation Plan Northeast
M. Drawing L -13: Irrigation Plan Southeast
N. Drawing L -14: Irrigation Details
O. Drawing L -15: Site Details
P. Drawing L -16: Site Details
Q. Drawing L -17: Site Details
R. Drawing L -18: Site. Details
S. Drawing L -19: Tree Protection Fencing Details
* items marked with an asterisk ( *) were included in the Presentation Book for the Phase I Final
Development Plan Approval for Takeda Park
DEVELOPMENT AGREEMENT
THIS DEVELOPMENT AGREEMENT ( "Agreement ") entered into this 2nd day of
May , 2005, by and between TAKEDA PHARMACEUTICALS NORTH
AMERICA, INC, a Delaware corporation (referred to alternatively as the "Owner" or the
"Developer "), and the VILLAGE OF DEERFIELD, an Illinois municipal corporation (the
"Village ").
RECITALS
WHEREAS, Owner holds title to a certain parcel of unimproved property with an area
of 70.3948 acres at the northwest quadrant of the I -94 Tollway and Lake -Cook Road,
Deerfield, Illinois, which is legally described on Exhibit A attached hereto and made a part
hereof (the "Subject Property "); and,
WHEREAS, Owner has proposed to develop the Subject Property as a corporate office
park which may be known as Takeda Park in accordance with a Master Plan set forth in that
certain Annexation Agreement by and between Owner and the Village dated as of January 18,
2005 (the "Annexation Agreement "). Phase I of the Master Plan includes the easternmost two
office buildings, a remote delivery facility, certain security gatehouses, certain landscape
improvements, parking improvements, stormwater drainage improvements, traffic improvements
and other public improvements, all in accordance with final development plans and a
Development Agreement (the "Project ") to be approved by the Village; and,
WHEREAS, the Developer has submitted various plans, elevations, schedules,
specifications and other documents comprising its Final Development Plan, as that term
is defined in the Village Zoning Ordinance, to the Village Plan Commission which has
issued its recommendation for approval; and
WHEREAS, the Corporate Authorities of the Village have received and approved the
favorable recommendation of the Village Plan Commission relating to the petition submitted by
the Developer, and have determined that the best interests of the Village will be served
by approving the Final Development Plan to authorize and permit the development and use of
the Project pursuant to the Final Development Plan, subject to the provisions of Village
Ordinance No. 0 -05 -18 and
WHEREAS, the Corporate Authorities of the Village have adopted or,
contemporaneously with the adoption of this Agreement will adopt, all necessary ordinances,
passed all necessary motions, and otherwise granted all necessary approvals approving the
Developer's Final Development Plan; and
WHEREAS, the Village has heretofore adopted the Village of Deerfield
Development Code (the "Development Code ") by Ordinance No. 93 -53 which, among other
things, requires that the Village and a developer enter into a development agreement relative
to the development of the certain types of properties located within the Village, including
developments such as the Project proposed by the Developer for Subject Property; and
WHEREAS, in accordance with Article III of the Development Code, this Agreement
has been reviewed by the Director of Community Development and the Village Engineer,
who have made recommendations to the President and Board of Trustees of the Village of
Deerfield; and
WHEREAS, the parties now desire to enter into this Development Agreement,
pursuant to the applicable provisions of the Development Code, for the purposes set forth in the
Development Code.
IT IS THEREFORE AGREED by and between the parties hereto, as follows:
AGREEMENTS:
1. Incorporation of Recitals and Exhibits. The above and foregoing recitals, being
material to this Agreement, are hereby incorporated and made a part of this Agreement as if fully
set forth herein. The Exhibits attached to this Agreement are expressly incorporated herein.
2. Identification of Development/Improvement Plan.
A. For purposes of this Agreement, the "Development Plan" for the Subject
Property. shall consist of the documents listed on Exhibit B hereto, which documents have
been approved by the President and Board of Trustees pursuant to the Development Code are
which hereby incorporated and made a part of this Agreement by this reference.
B. In accordance with Section 3 -101 -B of the Development Code, the
Developer has provided the Village Engineer and the Director of Community Development with
copies of a Final Improvement Plan as a part of its Development Plan. The term
"Improvement Plan" when used herein shall include only those documents and /or plans or
those specific parts of documents and /or plans listed in Exhibit C that depict public or private
improvements as they are defined and specifically identified hereafter. Said final engineering
plans are identified as a part of Exhibit C. The Developer agrees to grant to the Village all
easements reasonably requested by the Village which are related to the Improvement Plan. In
addition, the Village reserves the right to review and approve all third party easements and cross
easements related to the Improvement Plan.
3. Site Development Schedule. In accordance with Section 3- 102- B(4)(a) of the
Development Code, the development of the Subject Property will proceed substantially in
accordance with the schedule attached hereto as Exhibit D and made a part hereof. The parties
recognize and acknowledge that this development schedule is subject to variables relating to
weather, strikes, work stoppages, acts of God and other matters outside of the reasonable
control of the Developer or their contractors and subcontractors.
4. Improvement Plan Details. In accordance with Section 3- 102- B(4)(b) of the
Development Code, all proposed improvements are depicted and detailed on the
Improvement Plan attached hereto as Exhibit C.
5. Performance Guaranty. Except as provided in the following Paragraphs A and B,
Developer shall submit a performance guarantee as required by Article IV of the
Development Code.
A. In accordance with Article IV and Section 3- 102- B(4)(c) of the
Development Code, Developer shall provide to the Village, in a form satisfactory to the
Village, an irrevocable commercial letter of credit equal to 110% of the total cost estimate
set forth in Exhibit C for access roads, erosion control, public sidewalks (if any), utilities,
drainage and landscaping (the "Guaranteed Improvements ") which are described on Exhibit C
attached hereto. Notwithstanding anything in the Development Code to the contrary, in the
Annexation Agreement the Village agreed that Owner will not be required to furnish a
performance guaranty with the Village for (i) any improvements to Saunders Road or Lake -Cook
Road or extension of Lake County Special Service Area #5 Sanitary Service for which Owner
has posted any required security with the governmental entities having jurisdiction over such
improvements, (ii) with respect to the pedestrian paths shown on the Improvement Plan due to
the private nature of such paths or the Saunders Road public pedestrian path, and (iii) with
respect to private parking lots and parking structures. In the Annexation Agreement, the Village
agreed that any letters of credit required to secure the construction or maintenance of or warranty
on any improvements may be issued by Owner or an affiliate of Owner. In addition, in the
Annexation Agreement the Village agreed that Owner may post cash in lieu of a letter of credit,
which cash shall be held in an interest bearing account controlled by the Village, with interest to
be credited and paid to Owner upon any refund of said security.
B. At the time that Developer completes Guaranteed Improvement(s) in
accordance with the Improvement Plan and makes payments for such Guaranteed
Improvement(s) and partial reduction of the letter of credit, Developer shall provide Village
with documentation: (i) identifying the specific Guaranteed Improvements completed by
Developer, (ii) the estimated cost for such Guaranteed Improvements, (iii) certificates from
the Inspecting Engineer (defined below) that such Guaranteed Improvements have been fully
and satisfactorily completed, (iv) all appropriate contractor and /or subcontractor lien
waivers for the work performed and materials supplied for the specific Guaranteed
Improvements, and (v) such other and further invoices, bills, contracts or documentation as the
Village shall reasonably request to evidence completion of the Guaranteed Improvements in
accordance with the Improvement Plan. Except as expressly modified herein, all reductions
and the final discharge of the letter of credit or other security shall be in accordance with
Sections 4 -107 and 4 -109 of the Development Code.
6. Inspecting En ineer. Pursuant to Section 4 -106 of the Development Code, the
Village Engineer, or any mutually acceptable registered professional engineering firm
designated by the Village Engineer, shall be the "Inspecting Engineer" authorized to
ensure that the development complies with the approved Improvement Plan, the Village
Standards and Specification Manual and this Agreement. To the extent that the Village
Engineer designates a professional engineering firm to serve as the Inspecting Engineer, such
Inspecting Engineer shall invoice the Village for engineering services rendered and the
Developer shall promptly reimburse the Village for such engineering fees and costs, subject
to the limitations in Chapter 20, Article 2, Section 9.215(3) of the Village Municipal Code.
7.. Curb Cuts. Both parties recognize that the Lake County Department of
Transportation ( "LCDOT ") must approve all curb cuts exiting onto Saunders Road and all
improvements to Saunders Road, and the Cook County Highway Department ( "CCHD ") must
approve all curb cuts - exiting onto Lake -Cook Road and all improvements to Lake -Cook
Road. Said improvements shall be provided by Developer, at Developer's sole cost, in
3
accordance with improvement plans approved by the Village and the applicable highway
authority.
8. Remedies. Upon the occurrence of a breach of this Agreement, any party in a
court of competent jurisdiction may obtain all appropriate relief, including but not limited to
specific performance, injunction or damages. Notwithstanding the foregoing, before the
failure of any party to perform its obligation under this Agreement may be considered a
breach, the party claiming such failure shall notify, in writing, the party alleged to have
failed to perform, and shall demand performance. No breach may be found to have occurred
if performance has commenced to the reasonable satisfaction of the complaining party
within thirty (30) days of receipt of such notice and if the failing party proceeds diligently and
expeditiously to cure such failure.
9. Compliance with Other Rules and Regulations. Except as specifically provided
herein, the development of the Subject Property shall proceed in accordance with the
ordinances described herein above and with applicable provisions of the Municipal Code of
the Village of Deerfield of 1975, as amended.
10. Successors, Assigns and Grantees. This Agreement shall be binding upon and
inure to the benefit of the parties hereto and their respective,successors, assigns and grantees.
11.. Captions. The captions herein are inserted for the convenience of the parties
and are not to be construed as an integral part of the Agreement.
12. Governing _Law. This Agreement shall be governed by and construed in
accordance with Illinois law.
13. Authority. The parties warrant and represent that they have the power and
authority to enter into this Agreement in the names, titles and capacities herein stated.
14. Notices. All notices, elections and other communications between the parties
hereto shall be in writing and shall be mailed by certified mail, return receipt requested, postage
prepaid or delivered personally to the parties at the following addresses, or to such
other addresses as the parties by "notice" shall designate:
If to the Village:
with a copy to:
Village of Deerfield
Peter Coblentz
850 Waukegan Road
Rosenthal, Murphey & Coblentz
Deerfield, Illinois 60015
30 North LaSalle Street, Suite 1624
Attn: Village Manager
Chicago, Illinois 60602
To the Owner or Developer:
With a copy to:
Takeda Pharmaceuticals North America, Inc.
Mayer, Brown, Rowe & Maw LLP
475 Half Day Road
190 South LaSalle Street
Lincolnshire, Illinois 60069
Chicago, Illinois 60603
Attn: Deputy General Counsel
Attn: Ivan P. Kane
15. Severability. If any provision, covenant, agreement or portion of this Agreement is
held invalid, such invalidity shall not affect the application or validity of such other
provisions, covenants or portions of this Agreement.
16. Conflict. To the extent this is a conflict between this Agreement and the
Annexation Agreement, the Annexation Agreement shall prevail.
SIGNATURE PAGE TO FOLLOW.
5
IN WITNESS WHEREOF, the parties hereto h set their hands and seals on the
day and year first above written.
I
ATTEST:
�0 j
VI LAG OF Lake and Cook
C ntie , I iicipal corporation
By:
Village Clerk
\- 1711 �u
15 Village President
TAKEDA PHARMACEUTICALS NORTH
AMERICA, INC.; a Delaware corporation
By:
Its:
SCHEDULE OF EXHIBITS
Exhibit A Legal Description of Subject Property
Exhibit B Documents Comprising Final Development Plan
Exhibit C Documents Comprising Improvement Plan
Exhibit D Site Development Schedule
EXHIBIT A
LEGAL DESCRIPTION
THAT PART OF THE SOUTH HALF OF FRACTIONAL SECTION 31, TOWNSHIP 43 NORTH,
RANGE 12, EAST OF THE THIRD PRINCIPAL MERIDIAN, DESCRIBED AS FOLLOWS:
COMMENCING AT THE INTERSECTION OF THE WESTERLY RIGHT OF WAY LINE OF THE
NORTHERN ILLINOIS TOLL HIGHWAY WITH THE NORTHERLY RIGHT OF WAY LINE OF
LAKE COOK ROAD; THENCE NORTH 15 DEGREES 50 MINUTES 00 SECONDS EAST,
ALONG THE WESTERLY RIGHT OF WAY LINE OF THE NORTHERN ILLINOIS TOLL
HIGHWAY, A DISTANCE OF 962.38 FEET; THENCE NORTH 77 DEGREES 54 MINUTES 12
SECONDS WEST, A DISTANCE OF 110.96 FEET; THENCE NORTH 64 DEGREES 08
MINUTES 06 SECONDS WEST, A DISTANCE OF 298.74 FEET; THENCE NORTH 80
DEGREES 28 MINUTES 32 SECONDS WEST, A DISTANCE OF 320.96 FEET; THENCE
NORTH 69 DEGREES 06 MINUTES 40 SECONDS WEST, A DISTANCE OF 178.11 FEET;
THENCE NORTH 83 DEGREES 37 MINUTES 21 SECONDS WEST, A DISTANCE OF 275.48
FEET; THENCE NORTH 69 DEGREES 42 MINUTES 36 SECONDS WEST, A DISTANCE OF
217.07 FEET; THENCE NORTH 22 DEGREES 24 MINUTES 11 SECONDS WEST, A
DISTANCE OF 209.24 FEET; THENCE NORTH 89 DEGREES 57 MINUTES 48 SECONDS
WEST, A DISTANCE OF 738.37 FEET; THENCE NORTH 00 DEGREES 00 MINUTES 33
SECONDS EAST, A DISTANCE OF 151.19 FEET; THENCE SOUTH 62 DEGREES 24
MINUTES 31 SECONDS WEST, A DISTANCE OF 129.34 FEET; THENCE SOUTH 69
DEGREES 01 MINUTES 01 SECONDS WEST, A DISTANCE OF 200.52 FEET TO A POINT
ON THE EASTERLY RIGHT OF WAY LINE OF SAUNDERS ROAD (STATE AID ROUTE 41);
THENCE SOUTHERLY ALONG A CURVED LINE, BEING THE EASTERLY RIGHT OF WAY
OF SAID SAUNDERS ROAD (STATE AID ROUTE 41), CONCAVED EASTERLY, HAVING A
RADIUS OF 7589.50 FEET, AN ARC DISTANCE OF 733.43 (CHORD BEARS SOUTH 02
DEGREES 59 MINUTES 32 SECONDS EAST, A DISTANCE OF 733.15 FEET); THENCE
SOUTH 05 DEGREES 46 MINUTES 00 SECONDS EAST, ALONG THE EASTERLY RIGHT
OF WAY OF SAID SAUNDERS ROAD (STATE AID ROUTE 41), A DISTANCE OF 627.89
FEET; THENCE SOUTH 09 DEGREES 32 MINUTES 36 SECONDS EAST, ALONG THE
EASTERLY RIGHT OF WAY OF SAID SAUNDERS ROAD (STATE AID ROUTE 41), A
DISTANCE OF 150.32 FEET; THENCE SOUTH 51 DEGREES 02 MINUTES 05 SECONDS
EAST, ALONG THE EASTERLY RIGHT OF WAY OF SAID SAUNDERS ROAD (STATE AID
ROUTE 41), A DISTANCE OF 45.18 FEET (RECORD) TO THE NORTHERLY RIGHT OF WAY
OF SAID LAKE COOK ROAD; THENCE NORTH 89 DEGREES 59 MINUTES 44 SECONDS
EAST, ALONG THE NORTHERLY RIGHT OF WAY OF SAID LAKE COOK ROAD, A
DISTANCE OF 180.00 FEET (RECORD); THENCE SOUTH 86 DEGREES 45 MINUTES 58
SECONDS EAST, ALONG THE NORTHERLY RIGHT OF WAY OF SAID LAKE COOK ROAD,
A DISTANCE OF 175.29 FEET (RECORD); THENCE NORTH 89 DEGREES 59 MINUTES 04
SECONDS EAST, ALONG THE NORTHERLY RIGHT OF WAY OF SAID LAKE COOK ROAD,
A DISTANCE OF 275.00 FEET (RECORD); THENCE SOUTH 88 DEGREES 44 MINUTES 34
SECONDS EAST, ALONG THE NORTHERLY RIGHT OF WAY OF SAID LAKE COOK ROAD,
A DISTANCE OF 630.16 FEET (RECORD); THENCE NORTH 89 DEGREES 58 MINUTES 15
SECONDS EAST, ALONG THE NORTHERLY RIGHT OF WAY OF SAID LAKE COOK ROAD,
A DISTANCE OF 348.27 FEET (RECORD); THENCE NORTH 84 DEGREES 24 MINUTES 19
SECONDS EAST, ALONG THE NORTHERLY RIGHT OF WAY OF SAID LAKE COOK ROAD,
A DISTANCE OF 427.32 FEET, TO THE POINT OF BEGINNING, IN LAKE COUNTY,
ILLINOIS.
PIN Numbers: 16 -31- 300 -050 and 16 -21- 300 -028
Common Address: Northeast corner of Lake Cook Road and Saunders Road
EXHIBIT B
DOCUMENTS COMPRISING PHASE I FINAL DEVELOPMENT PLAN APPROVAL
TAKEDA PARK
DEERFIELD, ILLINOIS
I.
1.
2.
3.
0
PRESENTATION BOOK TABLE OF CONTENTS
Statement of Intent and Application
Site Plan
A. Drawing L -1: Landscape Key Plan prepared by Wolff Clements and
Associates, Ltd. dated February 25, 2005
B. Drawing C3.OA Phase I — Final Development Plan prepared by V3
Consultants, dated February 25, 2005
Renderings and Drawings prepared by Thompson, Ventulett, Stainback & Associates,
Inc., Architects, dated February 25, 2005:
A. Building Renderings — Phase I:
(i) View from Southeast
(ii) View from Northeast
(iii) Parking Garage Elevations
(iv) Remote Delivery Facility Elevations
B. Material Designations
Floor Plans prepared by Thompson, Ventulett, Stainback & Associates, Inc., Architects,
dated February 18, 2005:
A. Drawing A102 - Reference Building Elevations
B. Drawing A200 - Basement Level Plan
C. Drawing A201 - Link Plans
D. Drawing A202 - Level 1 Floor Plan — Building I
E. Drawing A203 - Level 1 Floor Plan — Building II
F. Drawing A204 - Typical Floor Plan — Building I
G. Drawing A205 - Typical Floor Plan — Building II
H. Drawing A206 - Roof/ Penthouse Plan — Building I
I. Drawing A207 - Roof/ Penthouse Plan — Building II
Parking Structure Elevation Drawings prepared by Thompson, Ventulett, Stainback &
Associates, Inc., Architects, dated February 18, 2005:
A. Drawing PSA 101 - Parking Structure I — Level One Plan
B. Drawing PSA 102 - Parking Structure I — Level Two Plan
7
8.
6
C. Drawing PSA 103 - Parking Structure.I — Level Three Plan
D. Drawing PSA 105 - Parking Structure I Elevations and Details
E. Drawing PSA 401 — Parking Structure I Components and Details
F. Drawing PSA 402 — Parking Structure I Components and Details
G. Drawing PSA 501 — Parking Structure I Stair No. 1 Component
H. Drawing PSA 502 — Parking Structure I Stair No. 2 Component
I. Drawing PSA 503 — Parking Structure I Stair No. 3 Component
Guard Booth and Remote Delivery Facility Drawings prepared by Thompson, Ventulett,
Stainback & Associates, Inc., Architects, dated February 25, 2005:
(i) Drawing RDA -201 Guard Booth Site Location; Plan; Elevations
(ii) Drawing RDA -101 Remote Delivery Facility Plans
(iii) Drawing RDA -102 Remote Delivery Facility Elevations and
Section Details
Landscape Drawings prepared by Wolff Clements and Associates, Ltd., dated February
25, 2005:
A. Drawing L -1: Landscape Key Plan
B. Drawing L -2: Enlarged Area 1 Plan
C. Drawing L -3: Enlarged Area 2 Plan
D. Drawing L -4: Enlarged Area 3 Plan
E. Drawing L -5: Enlarged Area 4 Plan
F. Drawing L -6: Enlarged North and South Plazas
G. Drawing L -7: Enlarged Ponds
H. Drawing L -9: Plant List
I. Drawing L -15: Details
On -Site Lighting Drawings prepared by Hugh Lighting Design:
A. Site Lighting Plan dated December 23, 2004
B. Photometric Site Lighting Plan dated February 18, 2005
C. On -Site Lighting Fixture Schedule and Cut Sheets dated February 18,
2005
Depictions of Proposed Signage prepared by The Douglas Group, dated February 25,
2005:
A. Site Location Plan — Drawing EG -OS.1 (with respect to the signs shown
on Drawings G.6, G.7, G.8 and G.13)
B. Project Colors and Finish Schedule (with respect to the signs shown on
Drawings G.6, G.7, G.8 and G.13)
C. Project Typefaces and Symbols (with respect to the signs shown on
Drawings G.6, G.7, G.8 and G.13)
D. Drawing G.6- Tollway Site Identity
E. Drawing G.7 — Building Mounted Logo
F. Drawing G.8 — Entrance Drive Identity
G. Drawing G.13 — Corner Monument
10. Final Plat of Subdivision for Phase I prepared by V3 Consultants, dated February 25,
2005 and revised March 26, 2005
11. Civil Engineering Drawings prepared by V3 Consultants, dated February 18, 2005:
A. Drawing C2.0: Phase I — Master Site Layout and Paving Plan
B. Drawing C3.0: Phase I - Master Grading and Erosion Control Plan
C. Drawing C4.0: Phase I — Master Stormwater Management Plan
D. Drawing C5.0: Phase I — Master Utility Plan
E. Drawing 2.0: Master Utility Plan — Offsite Water Main
12. Development Schedule — Phase I
II. SEPARATELY SUBMITTED DOCUMENTS
The following items were submitted separately from the Presentation Book delivered to the
Village of Deerfield and are also part of the Phase I Final Development Plan Approval for
Takeda Park:
1. Offsite Water Main Improvements prepared by V3 Consultants, dated February
18, 2005:
A. Drawing 0.0: Title Sheet
B. Drawing 1.1: General Notes, Legend and Abbreviations
C. Drawing 2.0: Master Utility Plan — Offsite Water Main*
D. Drawing 2.1: Water Main - Saunders Road
E. Drawing 2.2: Water Main — Tollway
F. Drawing 3.1: Construction Details
2. Plat of Dedication to Lake County (Saunders Road R.O.W.) prepared by V3 Consultants,
dated February 25, 2005
3. Plat of Dedication to Cook County (Lake -Cook Road R.O.W.) prepared by V3
Consultants, dated February 25, 2005
4. [Intentionally omitted.]
5. Development Agreement
6. Offsite Roadway Improvement Plans prepared by Gewalt Hamilton Associates, dated
January 21, 2005:
A. Sheet 1 - Title Sheet
B. Sheet 2 - General Notes
C. Sheet 3 - Typical Cross Sections - Saunders Rd. / Summary of Quantities
D. Sheet 4 - Typical Cross Sections - Lake -Cook Rd.
E. Sheet 5 - Traffic Control Plan
V]
F. Sheet 6 - Existing Conditions / Demolition - Saunders Rd.
G. Sheet 7 -8 - Existing Conditions / Demolition - Lake -Cook Rd.
H. Sheet 9 -10 - Plan and Profile - Saunders Rd.
I. Sheets 11 -13 - Plan and Profile - Lake -Cook Rd.
J. Sheet 14 - Pavement Marking Plan - Saunders Rd.
K. Sheet 15 - Pavement Marking Plan - Lake -Cook Rd.
L. Sheets 16 - Erosion Control Plan
M. Sheets 17 -18 - Cross Sections - Saunders Rd.
N. Sheets 19 -22 - Cross Sections - Lake- Cook Rd.
O. Sheets 23 -33 - Details
P. Sheets 34 -53 - Traffic Signal Plans
Takeda Final Engineering Plans prepared by V3 Consultants, dated February 18, 2005:
A. Drawing C 1.0: General Notes, Legend and Abbreviations
B. Drawing C 1.1: Specifications
C. Drawing C1.2: Topographic Survey
D. Drawing C 1.3 : Existing Conditions Drainage Plan
E. Drawing C IA: Phase I - Key Plan
F. Drawing C2.0: Phase I - Master Layout and Paving Plan*
G. Drawing C2.1: Layout and Paving Plan - Area 1
H. Drawing C2.2: Layout and Paving Plan - Area 2
I. Drawing C2.3: Layout and Paving Plan - Area 3
J. Drawing C2.4: Layout and Paving Plan - Area 4
K. Drawing C2.5: Full Buildout - Mater Plan (For Reference)
L. Drawing C3.0: Phase I - Master Erosion Control and Grading Plan*
M. Drawing C3.1: Grading Plan - Area 1
N. Drawing C3.2: Grading Plan - Area 2
O. Drawing C3.3: Grading Plan - Area 3
P. Drawing C3.4: Grading Plan - Area 4
Q. Drawing C4.0: Phase I - Stormwater Management Plan*
R. Drawing C4.1: Stormwater Management Plan - Area 1
S. Drawing C4.2: Stormwater Management Plan - Area 2
T. Drawing C4.3: Stormwater Management Plan - Area 3
U. Drawing C4.4: Stormwater Management Plan - Area 4
V. Drawing C5.0: Phase I - Master Utility Plan*
W. Drawing C5.1: Utility Plan - Area 1
X. Drawing C5.2: Utility Plan - Area 2
Y. Drawing C5.3: Utility Plan - Area 3
Z. Drawing C5.4: Utility Plan - Area 4
AA. Drawing C6.1: Sanitary Profiles
BB. Drawing C6.2: Sanitary Profiles
CC. Drawing C7.0: Typical Sections - Onsite Roadways and Ponds
DD. Drawing C8.1: Construction Details
EE. Drawing C8.2: Construction Details
FF. Drawing C8.3: Construction Details
GG. Drawing C8.4: Construction Details
HH. Drawing C8.5: Construction Details
II. Drawing C8.6: Construction Details
8. Landscape Drawings prepared by Wolff Clements and Associates, Ltd., dated February
25, 2005:
A. Drawing L -1: Landscape Key Plan*
B. Drawing L -2: Enlarged Area 1 Plan*
C. Drawing L -3: Enlarged Area 2 Plan*
D. Drawing L -4: Enlarged Area 3 Plan*
E. Drawing L -5: Enlarged Area 4 Plan*
F. Drawing L -6: Enlarged North and South Plazas*
G. Drawing L -7: Enlarged Ponds*
H. Drawing L -8: Plant Details
I. Drawing L -9: Plant List*
J. Drawing L -10: Irrigation Plan Northwest
K. Drawing L -11: Irrigation Plan Southwest
L. Drawing L -12: Irrigation Plan Northeast
M. Drawing L -13: Irrigation Plan Southeast
N. Drawing L -14: Irrigation Details
0. Drawing L -15: Site Details
P. Drawing L -16: Site Details
Q. Drawing L -17: Site Details
R. Drawing L -18: Site Details
S. Drawing L -19: Tree Protection Fencing Details
* items marked with an asterisk ( *) were included in the Presentation Book for the Phase I Final
Development Plan Approval for Takeda Park