R-18-11VILLAGE OF DEERFIELD
RESOLUTION NO. R-18-11
A RESOLUTION APPROVING A DEVELOPMENT AGREEMENT
(1717 Deerfield Road)
WHEREAS, LSREF4 Rebound, LLC ("Applicant's is the record owner of that
certain real property consisting of approximately 9.25 acres located at the address
commonly known as 1717 Deerfield Road in the Village ("Property's; and
WHEREAS, on lulu 16 2018, the Village Board adopted Ordinance No. 0-18-24
restating, and granting an amendment to, a special use permit for a planned unit
development for the Property (collectively, the "Final Approvals'D; and
WHEREAS, the Final Approvals require that the Village and the Applicant enter
into a development agreement governing the use and development of the Property
("Development Agreement"); and
WHEREAS, the Village Board has determined that entering into the Development
Agreement with the Applicant will serve and be in the best interest of the Village;
NOW, THEREFORE, BE IT RESOLVED BY THE VILLAGE BOARD OF
DEERFIELD, LAKE AND COOK COUNTIES, ILLINOIS, as follows:
SECTION ONE: RECITALS. The foregoing recitals are incorporated into, and
made a part of, this Resolution as findings of the Village Board.
SECTION TWO: APPROVAL OF DEVELOPMENT AGREEMENT, The
Development Agreement by and between the Village and the Applicant is hereby approved
in substantially the form attached to this Resolution as Exhibit A, and in a final form to be
approved by the Village Manager and the Village Attorney.
SECTION THREE: EXECUTION OF DEVELOPMENT AGREEMENT. The
Village President and the Village Clerk are hereby authorized and directed to execute and
attest, on behalf of the Village, the Development Agreement upon receipt by the Village
Clerk of at least one original copy of the Development Agreement executed by the
Applicant; provided, however, that if the executed copy of the Development Agreement is
not received by the Village Clerk within 30 days after the effective date of this Resolution,
then this authority to execute and attest will, at the option of the Village Board, be null
and void.
SECTION FOUR: EFFECTIVE DATE. This Resolution will be in full force and
effect upon its passage and approval by a majority of the members of the Village Board.
[SIGNATURE PAGE FOLLOWS]
AYES: Benton, Jester, Oppenheim, Seiden, Shapiro, Struthers
NAYS: None
ABSENT: None
PASSED: July 16, 2018
APPROVED: July 17,2018
f
RESOLUTION NO. R-18-11
Harriet Rosenth 1, Village President
ATTEST:
s5v
Kent S. Street, Villag Clerk
42949556l v2
EXHIBIT A
DEVELOPMENT AGREEMENT
THIS DOCUMENT
PREPARED BY AND AFTER
RECORDING RETURN TO:
Steven M. Elrod
Holland & Knight, LLP
131 S. Dearborn Street
30th Floor
Chicago, IL 60603
Above Space For Recorder's Use Only
DEVELOPMENT AGREEMENT
BETWEEN
THE VILLAGE OF DEERFIELD AND LSREF4 REBOUND, LLC
(1717 DEERFIELD ROAD)
DATED AS OF .2018
DEVELOPMENT AGREEMENT
BETWEEN
THE VILLAGE OF DEERFIELD AND LSREF4 REBOUND, LLC
(1717 DEERFIELD ROAD)
THIS DEVELOPMENT AGREEMENT ("Agreement'l is made as of the day of
2018, by and among the VILLAGE OF DEERFIELD, an Illinois home rule
municipal corporation ("Village'l, and LSREF4 REBOUND, LLC, Delaware limited liability
company ("Developer'l.
IN CONSIDERATION OF the recitals and the mutual covenants and agreements
set forth in this Agreement, and pursuant to the Village's home rule powers, the parties hereto
agree as follows:
SECTION 1. RECITALS.`
A. The Property is an approximately 9.25-acre property located at 1717 Deerfield
Road, in Deerfield, Illinois.
B. As of the Effective Date of this Agreement, Developer is the record title owner of
the Property.
C. The Property is currently improved with an approximately 141,500 square foot
office building and two parking lots (collectively, "Current Improvements'l.
D. The Developer desires to reconfigure the south parking lot and construct on the
Property a three-story parking structure ("Parking Structure's containing 448 parking spaces
( "Proposed Development'l; and
E. In connection with the Proposed Development of the Property, Developer filed an
application with the Village seeking approval of a an amendment to a special use permit for a
planned unit development ("Planned Development Amendment'j.
F. A public hearing was held by the Plan Commission of the Village of Deerfield on
March 22, 2018, to consider approval of the amendment planned unit development. On March
22, 2018, the Plan Commission issued a recommendation, recommending to the Village
approval of the relief requested, subject to specified conditions.
G. On , 2018, the Village Board approved the Planned Development
Amendment, effective upon the execution of this Agreement.
H. The Corporate Authorities, after due and careful consideration, have concluded
that the redevelopment and use of the Property pursuant to and in accordance with this
Agreement would further enable the Village to control the development of the area and would
serve the best interests of the Village.
'All capitalized words and phrases throughout this Agreement have the meanings set forth in the
preamble above and in Section 2 and the other provisions of this Agreement. If a word or phrase is not
specifically defined in this Agreement, it has the meaning ascribed to it in the Zoning code.
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I. The Village desires that the Property be redeveloped and used only in
compliance with this Agreement and the Special Use Ordinance.
J. As provided in, and as a condition of, the Special Use Ordinance, the Developer
has agreed to execute this Agreement so as to provide that the Property be redeveloped and
used only in compliance with this Agreement and the Special Use Ordinance.
SECTION 2. DEFINITIONS: RULES OF CONSTRUCTION.
A. Whenever used in this Agreement, the following terms have the following
meanings unless a different meaning is required by the context:
"Buildin Code": Chapter 6 of the Village Code.
"Corporate Authorities": The Village President and Village Board of Trustees of the
Village.
"Develo ment Code": The "Development Code of the Village of Deerfield, Illinois," as
amended.
"Draina a Improvements Plan": That certain Tennaqua Lane Drainage Improvements
Plan, consisting on one sheet and prepared by Gewalt Hamilton, with a latest revision date of
April 10, 2018, which plan is a component of the Final Development Plan, a copy of which is
attached to this Agreement as Exhibit B.
"Effective Date": The date of execution of this Agreement by all of the Parties, which
date is deemed to be the date set forth in the first paragraph of page one of this Agreement.
"Events of Default": Defined in Section 11.A of this Agreement with respect to
Developer and in Section 11.13 of this Agreement with respect to the Village.
"Final Development Plan": That certain set of plans and documents comprising the
final development plan for the Property, as approved and defined in Section 3 of the Special
Use Ordinance, as may be amended pursuant to Section 141 of this Agreement.
"Force Majeure". Strikes, lockouts, acts of God, or other factors beyond a party's
reasonable control and reasonable ability to remedy; provided, however, that Force Majeure
does not include: (i) delays caused by weather conditions, unless the weather conditions are
unusually severe or abnormal considering the time of year and the particular location involved;
or (ii) economic hardship, impracticability of performance, or commercial, economic, or market
conditions.
"Improvements": The on -site and off -site improvements to be made in connection with
the redevelopment of the Property, as provided in Section 4 of this Agreement, including,
without limitation, the Public Improvements, but specifically excluding the Parking Structure.
"Landscape Plan". Collectively, that certain landscape plan, consisting of three sheets
and prepared by the Lakota Group, with a latest revision date of April 10, 2018, and the
Landscape Plan at Existing Berm plan, which plans are a component of the Final Development
Plan, a copy of which is attached to this Agreement as Exhibit C.
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"Parties": The Village and Developer, collectively.
"Person": Any natural individual, corporation, partnership, individual, joint venture,
trust, estate, association, business, enterprise, proprietorship, or other legal entity of any kind,
either public or private, and any legal successor, agent, representative, or authorized assign of
the above, or other entity capable of holding title to, or any lesser interest in, real property.
"Phase 1": Defined in Section 5.A.1 of this Agreement.
"Phase 1 Drainage Improvements". The re -grading of the swale immediately adjacent
to the existing berm on the Property in accordance with the Final Development Plan.
"Phase 2": Defined in Section 5.A.2 of this Agreement.
"Property": That certain tract of land, consisting of the 9.25 acres located at the
address commonly known as 1717 Deerfield Road, and legally described in Exhibit A attached
to this Agreement.
'Public Improvements". Those Improvements that will be dedicated to, and accepted
by, the Village.
"Requirements of Law": All applicable federal, state and Village laws, statutes, codes,
ordinances, resolutions, rules, and regulations.
"Site Restoration", Site restoration and modification activities to establish a park -like
setting suitable for passive outdoor recreational activities.
"Special Use Ordinance": Ordinance No. -18, adopted by the Corporate
Authorities and as may be amended approving an amendment to a special use permit for a
planned unit development for the Property.
"Structure": Defined in the Zoning Code, and including, without limitation, the Parking
Structure on the Property.
"Villa-ge Code": "The Municipal Code of the Village of Deerfield, Illinois, 1975," as
amended.
"Zoning Code": The "Deerfield Zoning Ordinance 1978", as amended.
B. Rules of Construction.
1. Grammatical Usa a and Construction. In construing this Agreement,
feminine or neutral pronouns are substituted for those masculine in form and vice versa, and
plural terms are substituted for singular and singular for plural, in any place in which the context
so requires.
2. Headings. The headings, titles, and captions in this Agreement have
been inserted only for convenience and in no way define, limit, extend, or describe the scope or
intent of this Agreement.
3. Calendar Days. Unless otherwise provided in this Agreement, any
reference in this Agreement to "day" or "days" means calendar days and not business days. If
#58309621_v4 3
the date for giving of any notice required to be given, or the performance of any obligation,
under this Agreement falls on a Saturday, Sunday, or federal holiday, then the notice or
obligation may be given or performed on the next business day after that Saturday, Sunday, or
federal holiday.
SECTION 3. REDEVELOPMENT. USE, OPERATION AND MAINTENANCE OF THE
PROPERTY.
Notwithstanding any use or development right that may be applicable or available to the
Property pursuant to the Zoning Code, the Property must be redeveloped, used, operated, and
maintained only pursuant to, and in accordance with, the terms and provisions of this
Agreement and its exhibits, including, without limitation, the following development restrictions:
A. Reconfiguration of the South Parking Lot. Developer must reconfigure the
south parking lot on the Property in strict compliance with the Final Development Plan, the
Village Code and the Requirements of Law.
B. Construction of New Structures. All buildings and Structures to be constructed
or modified pursuant to Final Development Plan must be constructed, modified, and located on
the Property as depicted on the Final Development Plan.
C. Operation and Use. Operation of the buildings, Structures, and the Property
must at all times be in strict conformance with the applicable provisions of the Zoning Code, the
Special Use Ordinance, and the Requirements of Law.
D. Sidewalks and Pedestrian Pathways. Developer must install and maintain all
sidewalks and demarcated pedestrian pathways on the Property, as depicted in the Final
Development Plan.
E. Parking and Parking Areas.
1. No more than 448 off-street parking spaces must be provided in the
Parking Structure, as depicted in the Final Development Plan.
2. All future uses of the Property must comply with the applicable off-street
parking and loading requirements set forth in the Zoning Code.
3. The Developer must install in the Parking Structure a closed circuit
television system for security purposes.
F. Landscapinp and Tree Preservation.
1. Landscaping. Prior to the issuance by the Village of a final certificate of
occupancy for the Parking Structure on the Property, Developer must install all landscaping on
the Property, as depicted in the Final Development Plan, which landscaping must be installed
and maintained in accordance with the following:
a. Unless otherwise approved in advance by the Village Engineer, no
plant material to be installed on the Property may be purchased or relocated from a location that
is not within a 150-mile radius of the Village.
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b. Developer must, prior to construction, erect fencing satisfactory to
the Village Engineer to protect those existing trees located on the Property: (i) designated in the
Final Development Plan; and (ii) designated for protection by the Village Engineer.
C. No grade alteration or construction may take place within
designated tree preservation areas, consistent with the tree fencing plan that must be submitted
with Developer's applications for building permits for the Proposed Development.
d. All trees, shrubs, plantings, and ornamentals must be healthy, and
of the size, height, and species described in the Final Engineering Plans.
e. The Village Engineer will have the right to reasonably reject or
require replacement of any landscaping that is not in accordance with this Agreement.
f. Developer must, and does hereby, guarantee the proper health
and survival of all landscaping (new and transplanted) for a period of two years after the date of
the installation of such landscaping.
g. The final grade of the site must contain a minimum of four to six
inches of topsoil, except as may be approved by the Village Engineer.
h. Upon installation, the trees required to be installed and planted
pursuant to this Agreement must have the minimum height and diameter as represented on the
Final Engineering Plans, and must comply with the tree replacement requirements set forth in
the Village Code.
i. Developer must replace any plantings that are not healthy and
growing at any time within the first two year from the date of installation.
2. Tree Preservation. Developer must comply with all applicable tree
preservation measures adopted by the Village.
G. General Use and Development Restrictions. The redevelopment and use of,
and the construction on, the Property, must, except for minor alterations due to final engineering
and site work approved by the Village Engineer or the Director of Community Development, as
appropriate, comply, and be in accordance, with the following:
1. this Agreement;
2. the Special Use Ordinance;
3. the Final Development Plan, and all individual plans and
documents of which it is comprised;
4. the Zoning Code;
5. the Building Code;
6. The Development Code; and
7. the Requirements of Law.
Unless otherwise provided in this Agreement either specifically or in context, in the event
of a conflict between or among any of the plans or documents listed as or within items 1 through
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7 of this Section 3.G, the plan or document that provides the greatest control and protection for
the Village, as determined by the Village Manager, will control. All of the plans and documents
listed as items 1 through 7 of this Section 3.G will be interpreted so that the duties and
requirements imposed by any one of them are cumulative among all of them, unless otherwise
provided in this Agreement either specifically or in context.
SECTION 4. IMPROVEMENTS.
A. Description of Improvements. Developer must, at its sole cost and expense,
construct and install all of the Improvements depicted in the Final Development Plan, including,
without limitation, the drainage improvements depicted on the Drainage Improvements Plan,
except for minor changes and site work approved by the Village's Principal Planner and the
Village Engineer (for matters within their respective permitting authorities).
B. Design and Construction of the Improvements.
1. General Standards. All Improvements must be designed and constructed
pursuant to and in accordance with the Final Development Plan and the Special Use Ordinance,
and are subject to the reasonable written satisfaction of the Village Engineer in accordance with
the Village Code. All work performed on the Improvements must be conducted in a good and
workmanlike manner, with due dispatch, and within the time(s) provided in this Agreement. All
materials used for construction of the Improvements must be new and of first rate quality.
2. Contract Terms: Prosecution of the Work. Developer must include in
every contract for work on the Improvements terms requiring the contractor to prosecute the
work diligently and continuously, in full compliance with, and as required by or pursuant to, this
Agreement, the Special Use Ordinance, the Final Development Plan, and the Requirements of
Law, until the work is properly completed, and providing that Developer may take over and
prosecute the work if the contractor fails to do so in a timely and proper manner.
3. Engineerina Services. Developer must provide, at its sole cost and
expense, all engineering services for the design and construction of the Improvements, by a
professional engineer responsible for overseeing the construction of the Improvements.
Developer must promptly provide the Village with the name of a local owner's representative
and a telephone number or numbers at which the owner's representative can be reached at all
times.
4. Village Inspections and Approvals. All work on the Improvements is
subject to inspection and approval by Village representatives at all times.
5. Other Approvals. Where the construction and installation of any
Improvement requires the consent, permission, or approval of any public agency or private
party, Developer must promptly file all applications, enter into all agreements, post all security,
pay all fees and costs, and otherwise take all steps that may be required to obtain the consent,
permission, or approval.
C. Completion of the Improvements. The Village has the right, but not the
obligation, to refuse to issue a final certificate of occupancy for any building or structure located
on the Property until the Improvements are completed by Developer and approved by the
Village. The foregoing does not preclude the Village's issuance of conditional certificates of
occupancy pursuant to Section 5.E.3 of this Agreement and the applicable provisions of the
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Village Code. The issuance of any building permit or certificate of occupancy by the Village at
any time prior to completion of all of the Improvements by Developer and approval of the
Improvements by the Village will not confer on Developer any right or entitlement to any other
building permit or certificate of occupancy.
D. Dedication and Maintenance of the Improvements.
1. Final Inspection and A roval of the Improvements. Developer shall
notify the Village when it believes that any or all of the Improvements have been fully and
properly completed and shall request final inspection and approval of the Improvement or
Improvements by the Village. The notice and request shall be given far enough in advance to
allow the Village time to inspect the Improvements and to prepare a punch list of items requiring
repair or correction and to allow Developer time to make all required repairs and corrections
prior to the scheduled completion date. Developer shall promptly make all necessary repairs
and corrections as specified on the punch list. The Village shall not be required to approve any
portion of the Improvements until: (a) all of the Improvements as may be required pursuant to
Section 4.A of this Agreement, including all punch list items, have been fully and properly
completed; and (b) the Village Director of Public Works has determined that the specific
Improvement has been constructed to completion, in accordance with all applicable plans,
specifications, and Requirements of Law.
2. Dedication and Acceptance of Public Improvements. The execution of
this Agreement shall not constitute acceptance by the Village of any Improvements that are
depicted as "dedicated" on the Final Development Plan, if any. The acceptance of ownership
of, and responsibility for, a specific approved Improvement as a Public Improvement shall be
made only by the Corporate Authorities, and only in compliance with the Requirements of Law.
3. Transfer of Ownership of the Public Improvements and Easements to the
Village. Upon the approval of, and prior to acceptance of, the Public Improvements to be
accepted by the Village pursuant to Section 4.E of this Agreement, Developer shall execute, or
cause to be executed, all documents as the Village shall request to transfer ownership of the
Public Improvements to, and to evidence ownership of the Public Improvements by, the Village,
free and clear of all liens, claims, encumbrances, and restrictions, unless otherwise approved by
the Village in writing. Developer shall, at the same time, grant, or cause to be granted, to the
Village all insured easements or other property rights as the Village may require to install,
operate, maintain, service, repair, and replace the Public Improvements that have not previously
been granted to the Village, free and clear of all liens, claims, encumbrances, and restrictions,
unless otherwise approved by the Village in writing.
4. Developer's Maintenance of Public Improvements. For a period of at
least two years following acceptance by the Village of any Public Improvements, Developer
shall, at its sole cost and expense, maintain the Public Improvements without any modification,
except as specifically approved in writing by the Village Engineer, in a first rate condition at all
times. Developer hereby guarantees the prompt and satisfactory correction of all defects and
deficiencies in any of the Public Improvements that occur or become evident within two years
after acceptance of the Public Improvement by the Village pursuant to this Agreement. In the
event the Village Engineer determines, in the Village Engineer's reasonable discretion, that
Developer is not adequately maintaining, or has not adequately maintained, any Public
Improvement, Developer shall, after 10 days' prior written notice from the Village (subject to
Force Majeure), correct it or cause it to be corrected. If Developer fails to correct the defect,
commence the correction of the defect, or diligently pursue correction of the defect to
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completion, the Village, after 10 days' prior written notice to Developer, may, but shall not be
obligated to, enter upon any or all of the Property for the purpose of performing maintenance
work on and to the Public Improvement. In the event that the Village shall cause to be
performed any work pursuant to this Section 4.E.4, Developer shall, upon demand by the
Village, pay the costs of the work to the Village. If Developer fails to pay the costs, the Village
shall have the right to draw from the Maintenance Guarantee required pursuant to Section 7.13
of this Agreement, based on costs actually incurred or on the Village's reasonable estimates of
costs to be incurred, an amount of money sufficient to defray the entire cost of the work,
including legal fees and administrative expenses. In the event any Public Improvement is
repaired or replaced pursuant to this Section 4.E.4, the Village's right to draw upon the
Maintenance Guarantee pursuant to Section 7.13 of this Agreement shall be extended, as to the
repair or replacement, for two full years from the date of the repair or replacement.
SECTION 5. DEMOLITION AND CONSTRUCTION.
A. Phasing of Development. The construction of the Improvements and
development of the Property will take place in two phases, as follows:
1. Phase 1.
a. Phase 1 will consist of: (i) the planting of no less than 21 trees on
the existing berm in accordance with the Final Development Plan; and (ii) the performance of
the Phase 1 Drainage Improvements.
b. Phase 1 of the Proposed Development must be completed no
later than April 1, 2019, unless an extension is granted by the Village Manager, which approval
may be withheld in his sole discretion.
2. Phase 2.
a. Phase 2 will consist of the construction of all remaining
Improvements and development of the Property.
b. Phase 2 shall not commence until Phase 1 has been completed
without the prior approval of the Village Manager, which approval may be withheld in his sole
discretion.
B. Diligent Pursuit of Construction. Developer must pursue, or cause to be
pursued, all required redevelopment, demolition, construction, and installation of structures,
buildings, and Improvements on the Property in a diligent and expeditious manner, and in strict
compliance with the Village Code and the Requirements of Law.
C. Construction Traffic.
1. Construction and Traffic Management Plan. The Developer shall, prior to
commencement of any construction, submit to the Village for approval, a construction and traffic
management plan ("CTM Plan', which CTM Plan shall govern (i) the location, storage, and
traffic routes for construction equipment and construction vehicles, and (ii) the location of
alternative off-street parking during the construction. Developer may not deviate from the CTM
Plan without the prior written approval of the Village Director of Public Works
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2. Desi nated Routes of Access. The Village reserves the right to designate
certain prescribed routes of access to the Property for construction traffic to provide for the
protection of pedestrians and to minimize disruption of traffic and damage to paved street
surfaces; provided, however, that the designated routes will not: (a) be unreasonably or unduly
circuitous; nor (b) unreasonably or unduly hinder or obstruct direct and efficient access to the
Property for construction traffic.
3. Maintenance of Routes of Access. At all times during the construction of
the structures and Improvements, Developer must (a) keep all routes used for construction
traffic free and clear of mud, dirt, debris, obstructions, and hazards; and (b) repair any damage
caused by construction traffic.
D. Parking and Storm Water Management During Construction. During
construction of any of the structures or Improvements on the Property, Developer must:
1. Install temporary and durable surface off-street parking on the Property
for the parking of construction employee vehicles, as necessary, which off-street parking must
comply with the standards set forth in the Village Code; and
2. Temporarily divert or control any heavy accumulation of storm water away
from or through the Property in a manner approved in advance by the Village Engineer, which
method of diversion must include early installation of storm drains to collect water and convey it
to a safe discharge point, and be consistent with all Requirements of Law, including, without
limitation, any applicable Lake County, Illinois stormwater ordinances and regulations.
E. Issuance of Permits and Certificates.
1. General Right to Withhold Permits and Certificates. In addition to every
other remedy permitted by law for the enforcement of this Agreement, the Village has the
absolute right to withhold the issuance of any building permit or certificate of occupancy for the
Property at any time when Developer has failed or refused to meet fully any of its obligations
under, or is in violation of, or is not in full compliance with, the terms of this Agreement.
2. Pre -Conditions to Issuance of Building Permit. The Village will have the
right, but not the obligation, to refuse to issue a building permit for any Structure to be
constructed on the Property prior to the installation by Developer, and approval by the Village
Director of Public Works, of all storm sewer systems, sanitary sewer mains, and site grading
Improvements on the Property.
3. Certificates of Occupancy. A conditional certificate of occupancy and
final certificates of occupancy associated with any new building or structure to be located on the
Property will not be issued until the final grading and striping of the south parking lot and
Parking Structure serving the employees and customers for the building on the Property.
F. Completion of Construction.
1. Removal of Partially Constructed Structures and Improvements. Subject
to Force Majeure, if Developer fails to diligently pursue all demolition and construction as
required in, or permitted by, Sections 3 and 4 of this Agreement to completion within the time
period prescribed in the building permit or permits issued by the Village for the demolition and
construction, as the case may be, and if a perfected application to renew the building permit or
permits is not filed within 30 days after the expiration of the permit or permits, Developer must,
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within 60 days after notice from the Village: (a) remove any partially constructed or partially
completed buildings, structures, or Improvements from the Property; and (b) perform Site
Restoration on that portion of the Property in which Developer has failed to complete all such
demolition and construction, all in accordance with plans approved by the Village.
2. Removal and Restoration by Village. In the event Developer fails or
refuses to remove any partially completed buildings, structures, and Improvements, or to
perform Site Restoration, as required pursuant to Section 5.F.1 of this Agreement, the Village
will have, and is hereby granted the right, at its option, to: (a) demolish and/or remove any of the
partially completed buildings, structures, and Improvements from any and all portions of the
Property; (b) perform Site Restoration; and/or (c) cause the buildings, structures, or
Improvements to be completed in accordance with the plans submitted. Developer must fully
reimburse the Village for all costs and expenses, including legal and administrative costs,
incurred by the Village for such work. If Developer does not so fully reimburse the Village, the
Village will have the right to draw from the Performance Security, as described in and provided
pursuant to Section 7 of this Agreement, an amount of money sufficient to defray the entire cost
of the work, including legal fees and administrative expenses. If Developer does not so fully
reimburse the Village, and the Performance Security has no funds remaining in it or is otherwise
unavailable to finance such work, then the Village will have the right to place a lien on the
Property for all such costs and expenses in the manner provided by law. The rights and
remedies provided in this Section 5.F.2 are in addition to, and not in limitation of, any other
rights and remedies otherwise available to the Village in this Agreement, of law, and/or in equity.
G. As -Built Plans. After completion of construction of any new structure,
Developer must submit to the Village's Principal Planner final "as -built" plans: (1) related to
drainage, grading, storm sewer, sanitary sewer and water mains, and associated structures;
and (2) for other final construction documents as required and approved by the Village Engineer
and the Village Principal Planner. The as -built plans must indicate, without limitation, the
amount, in square feet, of impervious surface area on the Property.
H. Damage to Public Property. Developer must maintain the Property and all
streets, sidewalks, and other public property in and adjacent to the Property in a good and clean
condition at all times during the redevelopment of the Property and construction of the
Improvements. Further, Developer must: (1) promptly clean all mud, dirt, or debris deposited on
any street, sidewalk, or other public property in or adjacent to the Property by Developer or any
agent of or contractor hired by, or on behalf of, Developer; and (2) repair any damage that may
be caused by the activities of Developer or any agent of or contractor hired by, or on behalf of,
Developer.
SECTION 6. PAYMENT OF VILLAGE FEES AND COSTS.
A. Negotiation and Review Fees. In addition to all other costs, payments, fees,
charges, contributions, or dedications required by this Agreement or by the Requirements of
Law, Developer must pay to the Village, contemporaneous with the execution of this Agreement
by the Village Manager, all third -party legal, engineering, and other consulting or administrative
fees, costs, and expenses incurred or accrued in connection with: (1) the redevelopment of the
Property, including, without limitation, the review and processing of plans therefor; and (2) the
negotiation, preparation, consideration, and review of this Agreement. Payment of all fees,
costs, and expenses must be made by a certified or cashier's check. Developer acknowledges
and agrees that it will continue to be liable for and to pay, promptly after presentation of a
written demand or demands for payment, such third -party fees, costs, and expenses incurred in
connection with any applications, documents, proposals, or requests for interpretations or
#58309621_v4 10
amendments of this Agreement, whether formal or informal, of whatever kind, submitted by
Developer during the term of this Agreement in connection with the use and redevelopment of
the Property. Further, Developer acknowledges and agrees that it is liable for and will pay after
demand all fees, costs, and expenses incurred by the Village for publications and recordings
required in connection with the above matters.
B. Other Village Fees. In addition to all other costs, payments, fees, charges,
contributions, or dedications required by this Agreement, Developer must pay to the Village all
application, inspection, and permit fees, all water and sewer general and special connection
fees, tap -on fees, charges, and contributions, and all other fees, charges, and contributions
pursuant to the Requirements of Law.
SECTION 7. PERFORMANCE SECURITY.
As security to the Village for the performance by Developer of Developer's obligations
under this Agreement, Developer must deliver to the Village letters of credit (each a
"Performance Security'l in accordance with this Section 7.
A. Phase 1 Performance Security. Upon the filing of an application by Developer
for a building permit for any portion of Phase 1 of the Proposed Development, Developer must
deliver a Performance Security to the Village to secure its performance of Phase 1 of the
Proposed Development.
B. Phase 2 Performance Security. Upon the filing of an application by Developer
with the Village for a demolition or building permit for any portion of Phase 2 of the Proposed
Development, Developer must deliver a Performance Security to the Village to secure its
performance of Phase 2 of the Proposed Development.
C. Form and Amount of Security. Each Performance Security must be in a form
provided by and acceptable to, the Village. Each Performance Security must be in an amount
equal to 125% of the estimated cost of completing the Improvements required pursuant thereto,
as determined in the sole and absolute discretion of the Village Engineer and the Village
Director of Community Development (for matters within their respective permitting authorities).
D. Release of Securities. The Village will release the Performance Security in a
timely fashion upon the Village's approval and, as appropriate, acceptance of the Improvements
for the appropriate Phase of the Proposed Development; provided, however, that the Village will
only be required to release that percentage of the Performance Security that equals the portion
of the Improvements that have been approved and, as appropriate, accepted.
E. Maintenance Guarantee for Public Improvements. Following the Village's
release of any percentage of the Performance Security for any Public Improvement, Developer
shall substitute for the released percentage of the Performance Security a maintenance
guarantee in the form of a letter of credit or performance bond ("Maintenance Guarantee'),
which is equal to 15 percent of the actual costs of the completed Public Improvements for which
the letter of credit has been released, and which is acceptable to the Village Attorney.
Developer shall deposit the Maintenance Guarantee with the Village. The Maintenance
Guarantee shall be effective for a period of two years from the date of acceptance by the Village
of the Public Improvements and may be utilized by the Village in accordance with Section 4.E.4
of this Agreement ( "Maintenance Guarantee Term'). The Village shall return to Developer the
#58309621_v4 11
Maintenance Guarantee upon the end of the Maintenance Guarantee Term if no defects
develop in the Public Improvements.
SECTION 8. LIABILITY AND INDEMNITY OF VILLAGE.
A. Village Review. Developer acknowledges and agrees that the Village is not,
and will not be, in any way liable for any damages or injuries that may be sustained as the result
of the Village's review and approval of any plans for the Property or the Improvements, or the
issuance of any approvals, permits, certificates, or acceptances, for the development or use of
the Property or the Improvements, and that the Village's review and approval of any such plans
and the Improvements and issuance of any such approvals, permits, certificates, or
acceptances does not, and will not, in any way, be deemed to insure Developer or any of its
successors, assigns, tenants and licensees, or any third party, against damage or injury of any
kind at any time.
B. Village Procedure. Developer acknowledges and agrees that all notices,
meetings, and hearings have been properly given and held by the Village with respect to the
approval of this Agreement and the Special Use Ordinance, and the Developer agrees not to
challenge such approvals on the grounds of any procedural infirmity or of any denial of any
procedural right.
C. Indemnity. Developer, only as to its own acts or omissions, agrees to, and does
hereby, hold harmless and indemnify the Village and all Village elected or appointed officials,
officers, employees, agents, representatives, engineers, and attorneys, from any and all claims
that may be asserted at any time against any of those parties in connection with: (i) the Village's
review and approval of any plans for the Property or the Improvements; (ii) the issuance of any
approval, permit, certificate, or acceptance for the Property or the Improvements; and (iii) the
development, construction, maintenance, or use of any portion of the Property or the
Improvements ("Indemnified Claims'J; provided, however, that this indemnity will not apply to
willful misconduct or gross negligence on the part of the Village.
D. Defense Expense. Developer, only as to its own acts or omissions, hereby
agrees to, pay all expenses, including legal fees and administrative expenses, incurred by the
Village in defending itself with regard to any and all of the Indemnified Claims.
SECTION 9. NATURE, SURVIVAL AND TRANSFER OF OBLIGATIONS.
A. Successors and Transferees. To assure that all grantees, successors,
assigns, and transferees of Developer and all successor owners of all or any portion of the
Property have notice of this Agreement and the obligations created by it, Developer must:
1. Deposit with the Village Clerk, concurrent with the Village's approval of
this Agreement, any consents or other documents necessary to authorize the Village to record
this Agreement in the office of the Lake County Recorder of Deeds;
2. Notify the Village in writing at least 30 days prior to any date on which
Developer transfers a legal or beneficial interest in any portion of the Property to a third party;
3. Incorporate this Agreement into any and all real estate sales contracts for
"transfers," as that term is defined in Section 9.13 of this Agreement, entered into for the sale of
all or any portion of the Property; and
#58309621_v4 12
4. Except as provided in Section 9.0 of this Agreement, require, prior to the
transfer of all or any portion of the Property, or any legal or equitable interest therein, to any
third party, the transferee of said portion or interest in the Property to execute an enforceable
written agreement, in substantially the form of Exhibit D to this Agreement, agreeing to be
bound by the provisions of this Agreement ("Transferee Assumption Agreement') and to
provide the Village, upon request, with such reasonable assurance of the financial ability of the
transferee to meet those obligations as the Village may require. The Village agrees that upon a
successor becoming bound to the obligation created in the manner provided in this Agreement
and providing the financial assurances required pursuant to this Agreement, the liability of
Developer will be released to the extent of the transferee's assumption of the liability. The
failure of Developer to provide the Village with a copy of a Transferee Assumption Agreement
fully executed by the transferee and, if requested by the Village, with the transferee's proposed
assurances of financial capability before completing any transfer, will result in Developer
remaining fully liable for all of its obligations under this Agreement but will not relieve the
transferee of its liability for all such obligations as a successor to Developer.
B. Transfer Defined. For purposes of this Agreement, the term "transfer" includes
any assignment, sale, transfer to a receiver or to a trustee in bankruptcy, transfer in trust, or
other disposition of the Property, or any beneficial interest in the Property, in whole or in part, by
voluntary or involuntary sale, foreclosure, merger, sale and leaseback, consolidation, or
otherwise.
C. Mortgagees of Propert . This Agreement is binding on all mortgagees of the
Property or other secured parties automatically upon such mortgagee assuming title to the
Property, in whole or in part, by a foreclosure or a deed in lieu of foreclosure without the
necessity of entering into a Transferee Assumption Agreement. Until such time, however, a
mortgagee or other secured party has no personal liability hereunder.
SECTION 10. TERM.
The provisions of this Agreement run with and bind the Property and inures to the benefit
of, is enforceable by, and obligates the Village, Developer, and any of their respective, grantees,
successors, assigns, and transferees, including all successor legal or beneficial owners of all or
any portion of the Property, from the date this Agreement is recorded and until: (a) the
Improvements are approved by the Village and the Public Improvements, as required by this
Agreement and the Village Code, are accepted by the Village; and (b) all maintenance and
guarantee periods established pursuant to this Agreement have concluded. Following such
approval, acceptance, and conclusion, the Village agrees, upon written request of the
Developer, to execute appropriate and recordable evidence of the termination of this
Agreement. If any of the privileges or rights created by this Agreement would otherwise be
unlawful or void for violation of: (i) the rule against perpetuities or some analogous statutory
provision; (ii) the rule restricting restraints on alienation; or (iii) any other statutory or common
law rules imposing time limits, then the affected privilege or right will continue only until 21 years
after the death of the last survivor of the now living lawful descendants of the current President
of the United States, or for any shorter period that may be required to sustain the validity of the
affected privilege or right.
SECTION 11. EVENTS OF DEFAULT.
A. Developer Events of Default. The following are Developer Events of Default
under this Agreement:
#58309621 v4 13
1. If any representation made by Developer in this Agreement, or in any
certificate, notice, demand or request made by Developer in writing and delivered to the Village
pursuant to or in connection with this Agreement, proves to be untrue or incorrect in any
material respect as of the date made.
2. Default by Developer for a period of 30 days after written notice thereof in
the performance or breach of any covenant contained in this Agreement concerning the
existence, structure or financial condition of Developer; provided, however, that such default or
breach will not constitute an Event of Default if such default cannot be cured within said 30 days
and Developer, within said 30 days, initiates and diligently pursues appropriate measures to
remedy the default and in any event cures such default within 60 days after such notice.
3. Default by Developer for a period of 30 days after written notice thereof
from the Village in the performance or breach of any covenant, warranty or obligation contained
in this Agreement; provided, however, that such default will not constitute an Event of Default if
such default cannot be cured within said 30 days and Developer, within said 30 days, initiates
and diligently pursues appropriate measures to remedy the default and in any event cures such
default within 60 days after such notice.
4. The entry of a decree or order for relief by a court having jurisdiction in
the premises in respect of Developer in an involuntary case under the federal bankruptcy laws,
as now or hereafter constituted, or any other applicable federal or state bankruptcy, insolvency
or other similar law, or appointing a receiver, liquidator, assignee, custodian, trustee,
sequestrator (or similar official) of Developer for any substantial part of its property, or ordering
the winding -up or liquidation of its affairs and the continuance of any such decree or order
unstayed and in effect for a period of 60 consecutive days.
5. The commencement by Developer of a voluntary case under the federal
bankruptcy laws, as now or hereafter constituted, or any other applicable federal or state
bankruptcy, insolvency or other similar law, or the consent by Developer to the appointment of
or taking possession by a receiver, liquidator, assignee, trustee, custodian, sequestrator (or
similar official) of Developer or of any substantial part of the Property, or the making by any
such entity of any assignment for the benefit of creditors or the failure of Developer generally to
pay such entity's debts as such debts become due or the taking of action by Developer in
furtherance of any of the foregoing, or a petition is filed in bankruptcy by others.
6. Failure to have funds to meet Developer's obligations.
7. Sale, assignment, or transfer of the Property except in accordance with
the Transferee Assumption provisions in Section 9 of this Agreement.
8. Change in the organizational status of Developer except in accordance
with the Transferee Assumption provisions in Section 9 of this Agreement.
9. Developer abandons the redevelopment of the Property. Abandonment is
deemed to have occurred when work stops on the redevelopment of the Property for more than
30 days for any reason other than Force Majeure, unless otherwise permitted by this
Agreement. The failure of Developer to secure any approvals required for the development or
construction of the Property is not a valid defense to abandonment.
#58309621_v4 14
10. Developer fails to comply with the Requirements of Law in relation to the
construction and maintenance of the Improvements and Structures contemplated by this
Agreement.
B. Events of Default by the Village. The following are Village Events of Default
under this Agreement:
1. If any material representation made by the Village in this Agreement, or in
any certificate, notice, demand or request made by the Village in writing and delivered to
Developer pursuant to or in connection with any of said documents, proves to be untrue or
incorrect in any material respect as of the date made.
2. Subject to Force Majeure, default by the Village for a period of 30 days
after written notice thereof from Developer in the performance or breach of any covenant
contained in this Agreement; provided, however, that such default will not constitute an Event of
Default if such default cannot be cured within said 30 days and the Village, within said 30 days,
initiates and diligently pursues appropriate measures to remedy the default and in any event
cures such default within 90 days after such notice.
SECTION 12. REMEDIES FOR DEFAULT AND ENFORCEMENT
A. Remedies for Default. In the case of an Event of Default under this Agreement:
1. Except as otherwise provided in this Agreement and subject to the
provisions hereinafter set forth, the non -defaulting Party may institute such proceedings in law
or in equity, by suit, action, mandamus, or any other proceeding, as may be necessary or
desirable in its opinion to cure or remedy such default or breach, including, but not limited to,
proceedings to compel specific performance of the defaulting Party's obligations under this
Agreement.
2. Pursuant to Section 5.F of this Agreement, the Village may, without
prejudice to any other rights and remedies available to the Village, require: (a) the demolition
and removal of any partially constructed or partially completed buildings, structures, or
Improvements from the Property; and (b) the performance of Site Restoration. Concurrent with
the Village's exercise of its rights under Section 5.F, the Corporate Authorities will have the
right, but not the obligation, to terminate the entitlements set forth in the Special Use Ordinance
and this Agreement, without protest or objection by Developer.
3. In case the Village proceeds to enforce its rights under this Agreement
and such proceedings are discontinued or abandoned for any reason, then, and in every such
case, Developer and the Village will be restored respectively to their several positions and rights
hereunder, and all rights, remedies and powers of Developer and the Village will continue as
though no such proceedings had been taken.
B. Limitation. Notwithstanding anything to the contrary contained in this
Agreement, including the provisions of this Section 12, Developer agrees that it will not seek,
and does not have the right to seek, to recover a judgment for monetary damages against the
Village or any elected or appointed officials, officers, employees, agents, representatives,
engineers, or attorneys of the Village, on account of the negotiation, execution or breach of any
of the terms and conditions of this Agreement.
#58309621 A 15
C. Repeal of Special Use Ordinance. In addition to every other remedy permitted
by law for the enforcement of the terms of this Agreement, the Village has the absolute right to
repeal the Special Use Ordinance if a Developer Event of Default occurs under this Agreement,
in accordance with Section Six of the Special Use Ordinance.
D. Prevailing Party. In the event of a judicial proceeding brought by one Party
against the other Party, the prevailing Party in the judicial proceeding will be entitled to
reimbursement from the unsuccessful Party of all costs and expenses, including reasonable
attorneys' fees, incurred in connection with the judicial proceeding.
SECTION 13. WARRANTIES AND REPRESENTATIONS.
A. By the Village. The Village represents, warrants and agrees as the basis for the
undertakings on its part contained in this Agreement that:
1. The Village is a municipal corporation duly organized and validly
existing under the law of the State of Illinois and has all requisite corporate power and authority
to enter into this Agreement;
2. The execution, delivery and the performance of this Agreement and the
consummation by the Village of the transactions provided for herein and the compliance with the
provisions of this Agreement: (i) have been duly authorized by all necessary corporate action on
the part of the Village; (ii) require no other consents, approvals or authorizations on the part of the
Village in connection with the Village's execution and delivery of this Agreement; and (iii) will not,
by lapse of time, giving of notice or otherwise, result in any breach of any term, condition or
provision of any indenture, agreement or other instrument to which the Village is subject; and
3. To the best of the Village's knowledge, there are no proceedings
pending or threatened against or affecting the Village or the Property in any court or before any
governmental authority that involves the possibility of materially or adversely affecting the ability of
the Village to perform its obligations under this Agreement.
B. By Developer. LSREF4 Rebound, LLC, and the person executing this
Agreement on behalf of LSREF4 Rebound, LLC, represent, warrant, and covenant, as of the
Effective Date of this Agreement, that:
1. LSREF4 Rebound, LLC is a Delaware limited liability company duly
organized, validly existing, and qualified to do business in Illinois;
2. LSREF4 Rebound, LLC has the right, power, and authority to enter
into, execute, deliver and perform this Agreement, and LSREF4 Rebound, LLC is in
compliance with all Requirements of Law, the failure to comply with which could affect the
ability of LSREF4 Rebound, LLC to perform its obligations under this Agreement;
3. The execution, delivery and performance by LSREF4 Rebound, LLC of
this Agreement has been duly authorized by all necessary corporate action, and does not and
will not violate its organizational documents, as amended and supplemented, any of the applicable
Requirements of Law, or constitute a breach of or default under, or require any consent under,
any agreement, instrument, or document to which LSREF4 Rebound, LLC is now a party or by
which LSREF4 Rebound, LLC is now or may become bound;
#58309621_v4 16
4. There are no actions or proceedings by or before any court,
governmental commission, board, bureau or any other administrative agency pending,
threatened, or affecting LSREF4 Rebound, LLC which would impair its ability to perform
under this Agreement;
5. LSREF4 Rebound, LLC will apply for and will maintain all government
permits, certificates, and consents (including, without limitation, appropriate environmental
approvals) necessary to conduct its business and to construct and complete its obligations as
required by this Agreement;
6. LSREF4 Rebound, LLC has sufficient financial and economic resources
to implement and complete its obligations under this Agreement; and
7. LSREF4 Rebound, LLC has no knowledge of any liabilities, contingent or
otherwise, of LSREF4 Rebound, LLC which might have a material adverse effect upon its ability
to perform its obligations under this Agreement.
SECTION 14. GENERAL PROVISIONS.
A. Notices. All notices required or permitted to be given under this Agreement
must be given by the Parties by: (i) personal delivery; (ii) deposit in the United States mail,
enclosed in a sealed envelope with first class postage thereon; or (iii) deposit with a nationally
recognized overnight delivery service, addressed as stated in this Section 14.A. The address of
any Party may be changed by written notice to the other Parties. Any mailed notice will be
deemed to have been given and received within three days after the same has been mailed and
any notice given by overnight courier will be deemed to have been given and received within 24
hours after deposit. Notices and communications to the Parties will be addressed to, and
delivered at, the following addresses:
If to the Village:
Village of Deerfield
850 Waukegan Road
Deerfield, IL 60015
Attention: Village Manager
with a copy to:
Holland & Knight LLP
131 S. Dearborn Street, 30th Floor
Chicago, IL 60603
Attn: Steven M. Elrod, Village
Attorney
If to LSREF4 Rebound, LLC:
Attn:
With a copy to:
Attn:
B. Time of the Essence. Time is of the essence in the performance of all terms
and provisions of this Agreement.
#58309621_v4 17
C. Rights Cumulative. Unless expressly provided to the contrary in this
Agreement, each and every one of the rights, remedies, and benefits provided by this
Agreement are cumulative and are not exclusive of any other such rights, remedies, and
benefits allowed by law.
D. Non -Waiver. The Village is under no obligation to exercise any of the rights
granted to it in this Agreement. The failure of the Village to exercise at any time any such right
will not be deemed or construed to be a waiver thereof, nor will such failure void or affect the
Village's right to enforce such right or any other right.
E. Consents. Whenever the consent or approval of any Party to this Agreement is
required, the consent or approval must be in writing and will not be unreasonably withheld,
delayed or conditioned, and, in all matters contained herein, all parties have an implied
obligation of reasonableness, except as may be expressly set forth otherwise.
F. Governing Law. This Agreement is governed by, and enforced in accordance
with the internal laws, but not the conflicts of laws rules, of the State of Illinois.
G. Sever. If any term, covenant, condition, or provision of this Agreement is
held by a court of competent jurisdiction to be invalid, void or unenforceable, the remaining
provisions of this Agreement and the validity, enforceability, and application to any person, firm,
corporation, or property will not be impaired thereby, but the remaining provisions will be
interpreted, applied, and enforced so as to achieve, as near as may be, the purpose and intent
of this Agreement to the greatest extent permitted by applicable law.
H. Entire Agreement. This Agreement and the Special Use Ordinance constitute
the entire agreement between the parties, superseding any and all prior agreements and
negotiations between the parties, whether written or oral, relating to the subject matter of this
Agreement.
I. Interpretation. This Agreement will be construed without regard to the identity
of the party who drafted the various provisions of this Agreement. Each provision of this
Agreement will be construed as though all parties to this Agreement participated equally in the
drafting of this Agreement. Any rule or construction that a document is to be construed against
the drafting party is not applicable to this Agreement.
J. Headings. The table of contents, heading, titles, and captions in this Agreement
have been inserted only for convenience and in no way define, limit, extend, or describe the
scope or intent of this Agreement.
K. Exhibits/Conflicts. Exhibits A through C attached to this Agreement are, by
this reference, incorporated in and made a part of this Agreement. In the event of a conflict
between an exhibit to this Agreement and the text of this Agreement, the latter will control.
L. Amendments and Modifications.
1. No amendment or modification to this Agreement will be effective unless
and until it is reduced to writing and approved and executed by all parties to this Agreement in
accordance with all applicable statutory procedures.
#5 8309621 _A 18
2. Amendments or modifications to the Special Use Ordinance can be
considered and acted on by the Village without the same being deemed an amendment or
modification to this Agreement provided that all applicable procedural requirements of the
Zoning Code and the provisions of this Agreement are satisfied.
M. Changes in Laws. Unless otherwise explicitly provided in this Agreement, any
reference to any Requirements of Law is deemed to include any modifications of, or
amendments to the Requirements of Law as may, from time to time, hereinafter occur.
N. No Third Party Beneficiaries. No claim as a third party beneficiary under this
Agreement by any person, firm, or corporation will be made, or be valid, against the Village or
Developer.
O. Recording. The Village will record this Agreement against the Property, at the
sole cost and expense of Developer, with the Office of the Lake County Recorder of Deeds
promptly following the full execution of this Agreement by the Parties.
P. Counterparts. This Agreement may be executed in counterparts, each of which
constitutes an original document and together will constitute the same instrument.
[SIGNATURE PAGE FOLLOWS]
#58309621_v4 19
IN WITNESS WHEREOF, the Parties have hereunto set their hands on the date first
above written.
ATTEST.
Kent S. Street, Village Clerk
ATTEST:
VILLAGE OF DEERFIELD,
an Illinois me rule mun' ' al corporation
By:°`�
Harriet Rosenthal
Its: Village President
LSREF4 REBOUND, LLC,
a Delaware limited liability company
By: By:
Its: Its:
#58309621_v4 20
ACKNOWLEDGMENTS
STATE OF ILLINOIS )
) SS.
COUNTY OF LAKE )
This instrument was acknowledged before me on , 2018, by
Harriet Rosenthal, the Village President of the VILLAGE OF DEERFIELD, an Illinois municipal
corporation, and by Kent S. Street, the Village Clerk of said municipal corporation.
Given under my hand and official seal this day of , 2018.
Notary Public
My Commission expires:
SEAL
STATE OF ILLINOIS )
SS.
COUNTY OF )
This instrument was acknowledged before me on , 2018, by
, the _ of LSREF4 REBOUND, LLC,
a Delaware liability company, and by the of said limited liability
company.
Given under my hand and official seal this day of , 2018.
Notary Public
My Commission expires:
SEAL
#58309621 A 21
LENDER'S CONSENT AND SUBORDINATION
(and its successors and assigns, "Mortgagee"), is the holder of a
certain note made by LSREF4 REBOUND, LLC and secured by the following documents, each
from LSREF4 Rebound, LLC and recorded with the Lake County Recorder of Deeds as
indicated (collectively, the "Mortgage"):
[Describe all applicable mortgage agreements, notes, and other related
documents, each by date of execution, date of recordation, and recorded
document number]
Mortgagee hereby consents to the execution and recording of the above and foregoing
Development Agreement (the "Agreement'), and hereby subjects and subordinates the
Mortgage to the provisions of the Agreement.
IN WITNESS WHEREOF, Mortgagee has caused this Consent and Subordination to be
signed by its duly authorized officer on its behalf on this day of ,
2012.
MORTGAGEE:
By:
Its:
STATE OF ILLINOIS )
) SS.
COUNTY OF )
I, _ , a notary public in and for the County in the State
aforesaid, DO HEREBY CERTIFY that _, the
of who is personally known to me to be the person whose name is
subscribed to the foregoing instrument as such , appeared before
me this day in person and acknowledged that he signed and delivered the said instrument as
his/her own free and voluntary act and as the free and voluntary act of said corporation and
for the uses and purposes therein set forth.
GIVEN under my hand and notarial seal this day of _ , 2012
Notary Public
#58309621 v4 22
INDEX OF EXHIBITS
EXHIBIT A I LEGAL DESCRIPTION OF THE PROPERTY
EXHIBIT B I DRAINAGE IMPROVEMENT PLAN
EXHIBIT C I LANDSCAPE PLAN
EXHIBIT D I TRANSFEREE ASSUMPTION AGREEMENT
#58309621_0
EXHIBIT A
LEGAL DESCRIPTION OF THE PROPERTY
THAT PART OF THE NORTH WEST 1/4 OF THE NORTH EAST 1/4 OF SECTION 31,
TOWNSHIP 43 NORTH, RANGE 12, EAST OF THE THIRD PRINCIPAL MERIDIAN,
DESCRIBED AS FOLLOWS:
BEGINNING AT THE POINT OF INTERSECTION OF THE WEST LINE OF MEADOW LANE
AS PER PLACE RECORDED MARCH 13, 1958 AS DOCUMENT AND A LINE AS RODS AND
16 LINES SOUTH OF AND PARALLEL WITH THE NORTH LINE OF THE NORTH WEST 1/4
OF THE NORTH EAST 1/4 OF SECTION 31 AFORESAID, THENCE WEST 10 FEET AND
SOUTH 730.12 FEET, MORE OR LESS, ALONG THE NORTH AND WEST LINES OF
MEADOW LANE AS WIDENED BY PLAT OF DEDICATION RECORDED JULY 8, 1958 AS
DOCUMENT 996603 TO THE NORTH LINE OF LOT IN VERNON RIDGE COUNTY HOME
SUBDIVISION, ACCORDING TO THE PLAT THEREOF RECORDED JUNE 25, 1956 AS
DOCUMENT 241933; THENCE WESTERLY ALONG THE NORTH LINE OF VERNON RIDGE
COUNTRY HOME SUBDIVISION AFORESAID, 340.53 FEET, MORE OR LESS, TO THE
EASTERLY LINE OF THE ILLINOIS TOLL HIGHWAY RIGHT OF WAY; THENCE
NORTHERLY ALONG SAID EASTERLY RIGHT OF WAY LINE TO THE LINE 63 RODS AND
16 LINES SOUTH OF AND PARALLEL WITH THE NORTH LINE OF THE NORTH WEST 1/4
OF THE NORTH EAST 1/4 OF SECTION 31 AFORESAID; THENCE EASTERLY ALONG SAID
PARALLEL LINE 51.31 FEET, MORE OR LESS, TO A LINE 360 FEET WEST OF AND
PARALLEL WITH THE EAST LINE OF THE WEST 1/4 OF THE NORTH EAST 1/4 OF
SECTION 31 AFORESAID; THENCE NORTHERLY ALONG SAID PARALLEL LINE, 143.27
FEET TO A POINT 374.74 FEET (AS MEASURED ALONG SAID PARALLEL LINE) SOUTH
OF THE NORTH LINE OF THE NORTH WEST 1/4 OF THE NORTH EAST 1/4 OF SECTION
31 AFORESAID (SAID POINT BEING IN THE SOUTHEASTERLY LINE OF THE ILLINOIS
TOLL HIGHWAY RIGHT OF WAY); THENCE NORTHEASTERLY 126.08 FEET TO A POINT
IN A LINE 456.06 FEET SOUTH OF AND PARALLEL WITH THE NORTH LINE OF THE
NORTH WEST 1/4 OF THE NORTH EAST 1/4 OF SECTION 31 AFORESAID AND 284.49
FEET WEST OF THE WEST LINE OF MEADOW LANE HEREINBEFORE DESCRIBED;
THENCE NORTHEASTERLY ALONG THE EASTERLY LINE OF ILLINOIS TOLL HIGHWAY
PARCEL NUMBER T-11-4-67 AND THE SOUTHEASTERLY LINE OF ILLINOIS TOLL
HIGHWAY PARCEL NUMBER T-11-4-68 TO THE WEST LINE OF MEADOW LANE; THENCE
SOUTHERLY ALONG SAID WEST LINE 326.13 FEET TO THE POINT OF BEGINNING, IN
LAKE COUNTY, ILLINOIS.
#58309621 v4 A-1
EXHIBIT B
DRAINAGE IMPROVEMENT PLAN
#58309621 v4 B-1
EXHIBIT C
LANDSCAPE PLAN
#58309621 v4 C-1
EXHIBIT D
TRANSFEREE ASSUMPTION AGREEMENT
THIS AGREEMENT is made as of this day of , 201_, between the
VILLAGE OF DEERFIELD, an Illinois home rule municipal corporation ("Village'), LSREF4
REBOUND, LLC, a Delaware limited liability company ("Developer'), and
("Transferee'l.
INITNESSETH:
WHEREAS, pursuant to that certain real estate sale contract dated
20_, the Transferee agreed to purchase from [NAME OF ENTITY
TRANSFERRING ITS PROPERTY] ("Transferor'l certain real property situated in Lake
County, Illinois and legally described in Exhibit A attached to and, by this reference, made a
part of this Agreement ("Property'l; and
WHEREAS, following the conveyance of the Property by Transferor, the
Transferee will be the legal owner of the Property; and
WHEREAS, as a condition to the conveyance of the Property by Developer, the
Village and Developer require that the Transferee agree to comply with all the terms,
requirements, and obligations set forth in that certain Development Agreement, dated as of
2018, and recorded in the office of the Lake County Recorder on , 2018,
as Document No. , by and between the Village and Developer ("Development
Agreement'[;
NOW, THEREFORE, in consideration of the agreement of Transferor to convey
the Property to the Transferee, and of the Village to accept the transfer of obligations as
provided herein and to grant the releases granted herein, and for other good and valuable
consideration, the receipt and sufficiency of which are hereby acknowledged, it is hereby agreed
by, between, and among the Village, Developer, and the Transferee as follows:
1. Recitals. The foregoing recitals are by this reference incorporated herein
and made a part hereof as substantive provisions of this Agreement.
2. Assumption of Obligations. The Transferee, on its behalf and on
behalf of its successors, assigns, heirs, executors, and administrators, hereby agrees, at its sole
cost and expense, to comply with all of the terms, requirements, and obligations of the
Development Agreement, including all exhibits and attachments thereto, regardless of whether
such terms, requirements, and obligations are to be performed and provided by, or are imposed
upon, Transferor of the Property.
3. Payment of Village Fees and Costs. In addition to any other costs,
payments, fees, charges, contributions, or dedications required by this Agreement, the
Development Agreement or by applicable Village codes, ordinances, resolutions, rules, or
regulations, the Transferee must pay to the Village, immediately upon presentation of a written
demand or demands therefor, all legal, engineering, and other consulting or administrative fees,
costs, and expenses incurred in connection with the negotiation, preparation, consideration, and
review of this Agreement.
#58309621 v4 D-1
4. Acknowledgment and Release of Develoeer. The Village hereby
acknowledges its agreement to the Transferee's assumption of the obligation to comply with the
terms, requirements, and obligations of the Development Agreement, including all exhibits and
attachments thereto, and the Village hereby releases Transferor from any personal liability for
failure to comply with the terms, requirements, and obligations of the Development Agreement.
IN WITNESS WHEREOF, the parties hereto have caused this Agreement to be
executed as of the day and year first written above.
ATTEST: VILLAGE OF DEERFIELD,
an Illinois h me rule municipal corporation
By. U�hcet
Village Clerk
Its: Village President
ATTEST- LSREF4 REBOUND, LLC,
a Delaware limited liability company
By: By.
Its: Its:
#5830962]_v4 D_2
ACKNOWLEDGMENTS
STATE OF ILLINOIS )
) SS.
COUNTY OF LAKE )
This instrument was acknowledged before me on , 20_, by
, the Village President of the VILLAGE OF DEERFIELD, an Illinois municipal
corporation, and by , the Village Clerk of said municipal corporation.
Given under my hand and official seal this day of , 2018.
Notary Public
My Commission expires:
SEAL
STATE OF )
SS.
COUNTY OF )
This instrument was acknowledged before me on , 2018, by
, the of LSREF4 REBOUND, LLC, a
Delaware limited liability company, and by the of said limited
liability company.
Given under my hand and official seal this day of 12018.
Notary Public
My Commission expires:
SEAL
#58309621 v4 D-3
VILLAGE OF DEERFIELD
CONTRACT FOR THE
2018 POLICE DEPARTMENT ACCESS CONTROL REPLACEMENT PROJECT
Full Name of Contractor
Principal Office Address
Local Office Address
Contact Person
TO: Village of Deerfield ("Village")
850 Waukegan Road
Deerfield, Illinois 60015
Attention: Thomas Keane & Matthew Weiss
Contractor warrants and represents that Contractor has
carefully examined the Work Site described below and
has reviewed and understood all documents included,
referred to, or mentioned in this bound set of documents,
including Addenda Nos. [if none, write
"NONE"], which are securely stapled to the end of this
Contract.
1. Work
A. Contract and Work. Contractor acknowledges,
and agrees, that Contractor shall, at its sole cost and
expense, provide, perform, and complete, in the manner
specified and described, and upon the terms and
conditions set forth, in this Contract, all of the following,
all of which is herein referred to as the "Work":
Labor. Equipment. Materials, and Supplies.
Provide, perform, and complete, in the
manner specified and described in this
Contract, all necessary work, labor, services,
transportation, equipment, materials,
supplies, information, data, and other means
and items necessary for to upgrade the door
access components and integrate the
components into the Village's Vanderbilt
SMS access control system platform, as is
more fully specified in Exhibit A and B
attached hereto, at the Village Police Station
located at 850 Waukegan Road, in the
Village ("Work Site");
2. Permits. Procure and furnish all permits,
licenses, and other governmental approvals
and authorizations necessary in connection
therewith;
Bonds and Insurance. Procure and furnish
all bonds and all insurance certificates and
policies of insurance specified in this
Contract;
Contractor")
Telephone Number
4. Taxes. Pay all applicable federal, state, and
local taxes;
5. Miscellaneous. Do all other things required
of Contractor by this Contract; and
6. Quality. Provide, perform, and complete all
of the foregoing in a proper and workmanlike
manner, consistent with the standards of
recognized professional firms in performing
Work of a similar nature, in full compliance
with, and as required by or pursuant, to this
Contract, and with the greatest economy,
efficiency, and expedition consistent
therewith, with only new, undamaged, and
first quality equipment, materials, and
supplies.
B. Performance Standards. Contractor
acknowledges and agrees that all Work shall be fully
provided, performed, and completed in accordance with
the specifications and description of Work attached
hereto as Exhibit A.
C. Responsibility for Damage or Loss. Contractor
proposes, and agrees, that Contractor shall be
responsible and liable for, and shall promptly and
without charge to Village repair or replace, any damage
done to, and any loss or injury suffered by, the Village,
the Work, the Work Site, or other property or persons as
a result of the Work.
D. Inspection/Testing/Rejection. Village shall have
the right to inspect all or any part of the Work and to
reject all or any part of the Work that is, in Village's
judgment, defective or damaged or that in any way fails
to conform strictly to the requirements of this Contract
and the Village, without limiting its other rights or
remedies, may require correction or replacement at
Contractor's cost, perform or have performed all Work
necessary to complete or correct all or any part of the
Work that is defective, damaged, or nonconforming and
charge Contractor with any excess cost incurred thereby,
or cancel all or any part of any order or this Contract.
Work so rejected may be returned or held at Contractor's
expense and risk.
2. Contract Price
Contractor acknowledges and agrees that Contractor
shall take in full payment for all Work and other matters
set forth under Section 1 above, including overhead and
profit; taxes, contributions, and premiums; and
compensation to all subcontractors and suppliers, the
compensation set forth below.
A. SCHEDULE OF PRICES
For providing, performing, and completing all
Work, the [total Contract Price of.] [sum of
products resulting from multiplying the
number of acceptable units of Unit Price
Items listed below incorporated into the
Work by the Unit Price set forth below for
such Unit Price Item.]
[INSERT TABLE OF UNIT PRICES, IF
REQUIRED]
TOTAL CONTRACT PRICE (in writing):
Dollars and _ Cents
TOTAL CONTRACT PRICE (in figures):
Dollars and _ Cents
B. BASIS FOR DETERMINING PRICES
It is expressly understood and agreed that:
1. All prices stated in the Schedule of Prices
are firm and shall not be subject to
escalation or change;
2. The Village is not subject to state or local
sales, use, and excise taxes, that no such
taxes are included in the Schedule of Prices,
and that all claim or right to claim any
additional compensation by reason of the
payment of any such tax is hereby waived
and released;
3. All other applicable federal, state, and local
taxes of every kind and nature applicable to
the Work are included in the Schedule of
Prices.
C. TIME OF PAYMENT
It is expressly understood and agreed that all
payments shall be made in accordance with the
following schedule:
The payment shall be made 60 days after
receipt by the Village of a final invoice and
completion of the Work.
All payments may be subject to deduction or
setoff by reason of any failure of Contractor to
perform under this Contract. Each payment
shall include Contractor's certification of the
value of, and partial or final waivers of lien
covering, all Work for which payment is then
requested and Contractor's certification that all
prior payments have been properly applied to
the payment or reimbursement of the costs with
respect to which they were paid.
3. Contract Time
Contractor acknowledges and agrees that Contractor
shall commence the Work within [Number of days]
following the Village's acceptance of this Contract
provided Contractor shall have furnished to the Village
all bonds and all insurance certificates and policies of
insurance specified in this Contract ("Commencement
Date"). Contractor further acknowledges and agrees
that Contractor shall perform the Work diligently and
continuously and shall complete the Work not later than
[DATE CERTAIN] [ days following the
Commencement Date] ("Time of Performance"). The
Village may modify the Time of Performance at any time
upon 15 days prior written notice to the Contractor.
Delays caused by the Village shall extend the Time of
Performance; provided, however, that Contractor shall
be responsible for completion of all Work within the
Time of Performance, notwithstanding any strike or
other work stoppage by employees of either Contractor or
of the Village.
4. Financial Assurance
A. Bonds. Contractor acknowledges and agrees
that Contractor shall provide a Performance Bond and a
Labor and Material Payment Bond, on forms provided
by, or otherwise acceptable to, the Village, from a surety
company acceptable to the Village, each in the penal sum
of the Contract Price, within 10 days following the
Village's acceptance of this Contract.
B. Insurance. Contractor acknowledges and agrees
that Contractor shall provide certificates and policies of
insurance evidencing the minimum insurance coverages
and limits set forth below within 10 days following the
Village's acceptance of this Contract. Such policies shall
be in form, and from companies, acceptable to the
Village. The insurance coverages and limits set forth
below shall be deemed to be minimum coverages and
limits and shall not be construed in any way as a
limitation on Contractor's duty to carry adequate
insurance or on Contractor's liability for losses or
damages under this Contract. The minimum insurance
coverages and limits that shall be maintained at all
times while providing, performing, or completing the
Work are as follows:
1. Workers' Compensation and Employer's
Liability
Limits shall not be less than:
Worker's Compensation: Statutory
Employer's Liability: $500,000 ea. accident -
injury
$500,000 ea. employee -
disease
$500,000 disease -policy
Such insurance shall evidence that coverage
applies to the State of Illinois.
2. Comprehensive Motor Vehicle Liability
Limits for vehicles owned, non -owned or
rented shall not be less than:
$1,000,000 Bodily Injury and Property
Damage Combined Single Limit
3. Comprehensive General Liabilitv
Limits shall not be less than:
$1,000,000 Bodily Injury and Property
Damage Combined Single Limit.
Coverage is to be written on an "occurrence"
basis.
Coverage to include:
- Premises Operations
- Products/Completed Operations
- Independent Contractors
- Personal Injury (with Employment
Exclusion deleted)
- Broad Form Property Damage
Endorsement
I'VP "C," and "U"
Contractual Liability
Contractual Liability coverage shall
specifically include the indemnification set
forth below.
4. Umbrella Liability
Limits shall not be less than:
$2,000,000 Bodily Injury and Property
Damage Combined Single Limit.
This Policy shall apply in excess of the limits
stated in 1, 2, and 3 above.
C. Indemnification. Contractor acknowledges and
agrees that Contractor shall indemnify and save
harmless the Village against all damages, liability,
claims, losses, and expenses (including attorneys' fee)
that may arise, or be alleged to have arisen, out of or in
connection with Contractor's performance of, or failure to
perform, the Work or any part thereof, or any failure to
meet the representations and warranties set forth in
Section 7 of this Contract.
D. Penalties. Contractor acknowledges and agrees
that Contractor shall be solely liable for any fines or civil
penalties that are imposed by any governmental or
quasi -governmental agency or body that may arise, or be
alleged to have arisen, out of or in connection with
Contractor's performance of, or failure to perform, the
Work or any part thereof.
5. Firm Proposal
All prices and other terms stated in this Contract are
firm and shall not be subject to withdrawal, escalation,
or change.
5. Security
Contractor recognizes that the maintenance of strict
building security is of utmost importance and agrees to
comply with any Village security programs or
procedures. In addition:
A. Contractor shall be held strictly responsible for
all keys distributed to it. Keys must be collected daily
and should not be in the control of employees except
during assigned/scheduled working times.
B. Contractor shall be held strictly responsible for
making sure all building interior and exterior doors are
securely locked or unlocked as directed by Village staff.
Any problem with any exterior lock should be
immediately reported to the Village and security
personnel.
C. Contractor will be held strictly responsible to
return all parts of broken keys for replacement to be
issued.
D. In the event of contract termination, Contractor
shall immediately return all building keys to the Village.
3
E. Contractor will be held strictly responsible for
turning off all interior lights, except those needed during
the Work and for security purposes and as otherwise
directed by Village.
F. Contactor will be responsible to inform the
Village of any breaches in security and submit written
security reports as required.
G. Contractor's personnel will not admit anyone
into any interior building area, except authorized
Contractor or Village personnel, or others having keys to
the area.
7. Contractor's Representations and Warranties
In order to induce the Village to accept this Contract,
Contractor hereby represents and warrants as follows:
A. The Work. The Work, and all of its components,
shall strictly conform to the requirements of this
Contract, including, without limitation, the performance
standards set forth in Subsection 1B of this Contract;
and shall be fit, sufficient, and suitable for the purposes
expressed in, or reasonably inferred from, this Contract
and the warranties expressed herein shall be in addition
to any other warranties expressed or implied by law,
which are hereby reserved unto the Village.
B. Compliance with Laws. The Work, and all of its
components, shall be provided, performed, and completed
in compliance with, and Contractor agrees to be bound
by, all applicable federal, state, and local laws, orders,
rules, and regulations, as they may be modified or
amended from time to time, including without limitation
the Prevailing Wage Act, 820 ILCS 130/0.01 et sea. (in
furtherance of which, a copy of Village's ordinance
ascertaining the prevailing rate of wages, in effect as of
the date of this Contract, has been attached as an
Appendix to this Contract; if the Illinois Department of
Labor revises the prevailing rate of hourly wages to be
paid, the revised rate shall apply to this Contract); any
other prevailing wage laws; any statutes requiring
preference to laborers of specified classes; any statutes
prohibiting discrimination because of, or requiring
affirmative action based on, race, creed, color, national
origin, age, sex, or other prohibited classification; and
any statutes regarding safety or the performance of the
Work. Further, Contractor shall have a written sexual
harassment policy in compliance with Section 2-105 of
the Illinois Human Rights Act during the course of the
work.
C. Not Barred. Contractor is not barred by law
from contracting with the Village or with any other unit
of state or local government as a result of (i) a
delinquency in the payment of any tax administered by
the Illinois Department of Revenue unless Contractor is
contesting, in accordance with the procedures
established by the appropriate Revenue Act, its liability
for the tax or the amount of tax, as set forth in 65 ILCS
5/11-42.1-1; or (ii) a violation of either Section 33E-3 or
Section 33E-4 of Article 33 of the Criminal Code of 1961,
720 ILCS 5/33E-1 et seq.
D. Qualified. Contractor has the requisite
experience, ability, capital, facilities, plant, organization,
and staff to enable Contractor to perform the Work
successfully and promptly and to commence and
complete the Work within the Contract Price and
Contract Time set forth above.
8. Acknowledarements
In submitting this Contract, Contractor
acknowledges and agrees that:
A. Reliance. The Village is relying on all
warranties, representations, and statements made by
Contractor in this Contract.
B. Acceptance. If this Contract is accepted,
Contractor shall be bound by each and every term,
condition, or provision contained in this Contract.
D. Remedies. Each of the rights and remedies
reserved to the Village in this Contract shall be
cumulative and additional to any other or further
remedies provided in law or equity or in this Contract.
E. Time. Time is of the essence in the performance
of all terms and provisions of this Contract and, except
where stated otherwise references in this Contract to
days shall be construed to refer to calendar days and
time.
F. No Waiver. No examination, inspection,
investigation, test, measurement, review, determination,
decision, certificate, or approval by the Village, whether
before or after the Village's acceptance of this Contract;
nor any information or data supplied by the Village,
whether before or after the Village's acceptance of this
Contract; nor any order by the Village for the payment of
money; nor any payment for, or use, possession, or
acceptance of, the whole or any part of the Work by the
Village; nor any extension of time granted by the Village;
nor any delay by the Village in exercising any right
under this Contract; nor any other act or omission of the
Village shall constitute or be deemed to be an acceptance
of any defective, damaged, or nonconforming Work, nor
operate to waive or otherwise diminish the effect of any
representation or warranty made by Contractor; or of
any requirement or provision of this Contract; or of any
remedy, power, or right of the Village.
G. Severability. It is hereby expressed to be the
intent of the parties to this Contract that should any
provision, covenant, agreement, or portion of this
Contract or its application to any Person or property be
held invalid by a court of competent jurisdiction, the
remaining provisions of this Contract and the validity,
enforceability, and application to any Person or property
shall not be impaired thereby, but the remaining
4
provisions shall be interpreted, applied, and enforced so
as to achieve, as near as may be, the purpose and intent
of this Contract to the greatest extent permitted by
applicable law.
H. Amendments and Modifications. No amendment
or modification to this Contract shall be effective until it
is reduced to writing and approved and executed by the
corporate authorities of the parties in accordance with all
applicable statutory procedures.
I. Assignment. Neither this Contract, nor any
interest herein, shall be assigned or subcontracted, in
whole or in part, by Contractor except upon the prior
written consent of the Village.
J. Governing Law; Venue. This Contract shall be
governed by, construed and enforced in accordance with
the internal laws, but not the conflicts of laws rules, of
the State of Illinois. Venue for any action arising out of
or due to this Contract shall be in the Circuit Court for
DuPage County, Illinois.
K. Certified Pavrolls. Contractor shall, in
accordance with Section 5 of the Illinois Prevailing Wage
Act, 820 ILCS 130/5, submit to the Village, on a monthly
basis, a certified payroll. The certified payroll shall
consist of a complete copy of those records required to be
made and kept by the Prevailing Wage Act. The certified
payroll shall be accompanied by a statement signed by
the Contractor or subcontractor which certifies that: (1)
such records are true and accurate; (2) the hourly rate
paid is not less than the general prevailing rate of hourly
wages required by the Prevailing Wage Act; and (3)
Contractor or subcontractor is aware that filing a
certified payroll that he or she knows to be false is a
Class B misdemeanor. A general contractor may rely
upon the certification of a lower tier subcontractor,
provided that the general contractor does not knowingly
rely upon a subcontractor's false certification. Upon two
business days' notice, Contractor and each subcontractor
shall make available for inspection the records required
to be made and kept by the Act: (i) to the Village, its
officers and agents, and to the Director of the Illinois
Department of Labor and his or hers deputies and
agents; and (ii) at all reasonable hours at a location
within this State.
L. Conflicts of Interest. Contractor represents and
certifies that, to the best of its knowledge, (1) no elected
or appointed Village official, employee or agent has a
personal financial interest in the business of the
Contractor or in this Agreement, or has personally
received payment or other consideration for this
Agreement; (2) as of the date of this Agreement, neither
Contractor nor any person employed or associated with
Contractor has any interest that would conflict in any
manner or degree with the performance of the
obligations under this Agreement; and (3) neither
Contractor nor any person employed by or associated
with Contractor shall at any time during the term of this
Agreement obtain or acquire any interest that would
conflict in any manner or degree with the performance of
the obligations under this Agreement.
IN WITNESS WHEREOF the parties hereto have caused this Agreement to be executed, effective on
, 2018.
ATTEST:
Kent Street, Village Clerk
ATTEST:
By:
VILLAGE OF DEERFIELD, an Illinois
home rule municipal corporation
LE
Village President
[CONTRACTOR]
Its:
Contractor's Status: ()
(State)
Contractor's Name:
Doing Business As (if different):
Corporation ()
Signature of Contractor or Authorized Agent:
(corporate seal) Printed Name:
(if corporation)
Title/Position:
Contractor's Business
Contractor's Business Telephone:
Facsimile:
If a Corporation or Partnership, list all Officers or Partners:
(State)
Partnership OIndividual Proprietor
NAME TITLE "DRESS
3
Exhibit A
Request for Proposal
Exhibit B
Proposal