R-22-09�i
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VILLAGE OF DEERFIELD
I IIIIIII (IIIII III IIIII IIIII IIIII IIIII IIIII IIIII IIIII IIIII IIIII IIIII IIIII IIII IIII
Image# 061959270013 Type: ORD
STATE OF ILLINOIS ) Recorded: 03,04/2022 at 12:44: 18 PM
Receipt#: 2022-00020025
Page i of 13
COUNTIES OF LAKE AND COOK ) SS Fees: $50.00
Lake County IL Recorder
Mary Ellen Vanderventer Recorder
VILLAGE OF DEERFIELD ) File 7 8 8 O 5 6 3
The undersigned hereby certifies that he is the duly appointed Deputy Village Clerk of the Village of
Deerfield, Lake and Cook Counties, Illinois, and that the attached is a true and accurate copy of
R-22-09
Dated this March 4 2022
A Resolution Approving a First Amendment to a
Development Agreement (658, 662, and 702 Elm
Street)
ffjwj --L
DANIEL VAN DUSEN
Deputy Village Clerk
Prepared by and after recording return to
Daniel Van Dusen
Village of Deerfield
850 Waukegan Road
Deerfield, IL 60015
850 WAUKEGAN ROAD DEERFIELD, ILLINOIS 60015 TELEPHONE 847.945.5000 FAX 847.945.0214
VILLAGE OF DEERFIELD
RESOLUTION NO. R-22-09
A RESOLUTION APPROVING A FIRST AMENDMENT TO
A DEVELOPMENT AGREEMENT
(658, 662, and 702 Elm Street)
WHEREAS, 1219 Partners, LLC ("Developer') is the record owner of that certain
real property consisting of approximately 0.89 acres located at the address commonly
known as 658, 662, and 702 Elm Street in the Village ("Property's
WHEREAS, on November 5, 2018, the Village Board adopted Ordinance No. 0-18-
35 granting a special use permit for a planned residential development for the Property
(collectively, the "Final Approvals'; and
WHEREAS, the Final Approvals required that the Village and Developer enter into
a development agreement governing the use and development of the Property
("Development Agreement"); and
WHEREAS, on November 5, 2018, the Village and the Developer entered in the
Development Agreement, which Development Agreement was recorded with the Lake
County Recorder of Deeds as Document No. 7539481; and
WHEREAS, pursuant to the Final Approvals and the Development Agreement,
Developer developed seven townhomes on the Property with 28 parking spaces ("Proposed
Development').
WHEREAS, Developer originally planned to sell the dwelling units in the Proposed
Development as condominiums; and
WHEREAS, pursuant to Section 6 of the Development Agreement, Developer is
required to create an association for the owners of the dwelling units on the Property
("Association') pursuant to the Condominium Property Act, 765 ILCS 605/1 et seq., and,
prior to the sale of any dwelling unit on the Property, create and record against the
Property the governing documents of the Association that meet certain requirements of the
Village; and
WHEREAS, Developer has completed the Proposed Development, but now desires
to sell the Property to a buyer to be used for residential rental units, and not for
condominium units; and
WHEREAS, Developer has requested the Village to amend the Development
Agreement pursuant to an amendment to allow for the Property to be sold and used for
residential rental units without requiring the creation of an Association and the recording
of governing documents ("Amendment's; and
WHEREAS, the Village Board has determined that entering into the Amendment
with Developer will serve and be in the best interest of the Village;
{00125022.1)
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 AMENDMENT. The Amendment by and
between the Village and Developer 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 Attorney.
SECTION THREE: EXECUTION OF AMENDMENT. The Mayor and the
Village Clerk are hereby authorized and directed to execute and attest, on behalf of the
Village, the Amendment upon receipt by the Village Clerk of at least one original copy of
the Amendment executed by Developer; provided, however, that if the executed copy of the
Amendment 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]
{00125022.1}
AYES: Benton, Jacoby, Jester, Metts-Childers, Oppenheim, Seiden
NAYS: None
ABSTAIN: None
ABSENT: None
PASSED: February 22, 2022
APPROVED: February 23, 2022
RESOLUTION NO. R-22-09
ATTEST:
Village Clerk
#29495561 v2
Daniel C. Shapiro, Mayor
{00125022.1)
EXHIBIT A
AMENDMENT
{00125022.1)
THIS DOCUMENT
PREPARED BY AND AFTER
RECORDING RETURN TO -
Benjamin L. Schuster
Elrod Friedman LLP
325 N LaSalle Street
Suite 450
Chicago, IL 60654
i Above Space For Recorder's Use Only
L — — —
FIRST AMENDMENT TO THE DEVELOPMENT AGREEMENT
BETWEEN
THE VILLAGE OF DEERFIELD AND 1219 PARTNERS, LLC
(658, 662 AND 702 ELM STREET)
DATED AS OF �� , 2022
{00124815.1) #58750385_v2
FIRST AMENDMENT TO DEVELOPMENT AGREEMENT
BETWEEN
THE VILLAGE OF DEERFIELD AND 1219 PARTNERS, LLC
(658, 662 AND 702 ELM STREET)
THIS FIRST AMENDMENT TO DEVELOPMENT AGREEMENT ("First Amendment']
is made as of the Zha day of M r ., 2022, by and among the VILLAGE OF
DEERFIELD, an Illinois home rule municipal corporation ("Vtllage'�, and 1219 PARTNERS,
LLC, an Illinois limited liability company ("Developer'].
IN CONSIDERATION OF the recitals and the mutual covenants and agreements
set forth in this First Amendment, and pursuant to the Village's home rule powers, the parties
hereto agree as follows:
SECTION 1. RECITALS.
A. The Property is an approximately 0.89-acre site comprised of three lots of record
commonly known as 658, 662, and 702 Elm Street, in Deerfield, Illinois.
B. As of the Effective Date of this First Amendment, Developer is the record title
owner of the Property.
C. On November 5, 2018, the Village Board adopted Ordinance No. 0-18-35
approving a special use for a planned development, a final development plan, and zoning
exceptions to allow for the redevelopment of the Property ("Special Use Ordinance'.
D. As a condition of the Special Use Ordinance, the Village and Developer entered
into that certain Development Agreement dated November 5, 2018, which was recorded with
the Lake County Recorder of Deeds as Document No. 7539481, to govern the redevelopment of
the Property.
E. Pursuant to the Special Use Ordinance and Development Agreement, Developer
developed seven townhomes on the Property, a three-townhome structure and a four-
townhome structure (collectively, the "Townhome Structures'], for a total of seven
townhomes, each with four parking spaces, for a total of 28 parking spaces ("Proposed
Development').
F. Developer originally planned to sell the dwelling units in the Proposed
Development as condominiums. Therefore, pursuant to Section 6 of the Development
Agreement, Developer is required to create an association for the owners of the dwelling units
on the Property ("Association'l pursuant to the Condominium Property Act, 765 ILCS 60511 et
seq. and, prior to the sale of any dwelling unit on the Property, create and record against the
Property the Governing Documents of the condominium association meet certain requirements
of the Village.
G. Developer has completed the Proposed Development and the Village accepted
the Public Improvements on December 21, 2020.
H. Developer now desires to sell the Property to be used for residential rental units,
and not for condominium units.
{00124815.1}
I. Developer has requested the Village to amend the Development Agreement
pursuant to this First Amendment to allow for the Property to be sold and used for residential
rental units without requiring the creation of an Association and the recording of Governing
Documents.
SECTION 2. DEFINITIONS: RULES OF CONSTRUCTION.
A. Definitions. All capitalized words and phrases used throughout this First
Amendment have the meanings set forth in the various provisions of this First Amendment. If a
word or phrase is not specifically defined in this First Amendment, it has the same meaning as
in the Development Agreement.
B. Rules of Construction. Except as specifically provided in this First Amendment,
all terms, provisions and requirements contained in the Development Agreement remain
unchanged and in full force and effect. In the event of a conflict between the text of the
Development Agreement and the text of this First Amendment, the text of this First Amendment
controls.
SECTION 3. AMENDMENT TO SECTION 3 OF DEVELOPMENT AGREEMENT.
Section 3 of the Development Agreement is hereby amended further to read as follows:
"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:
C. Maintenance Prior to Sale. Upon completion of
construction of the Improvements, Developer must maintain: (1) each and
every one of the townhomes on the Property in a first rate condition and
Sestien 6 of this Agreement, until thedwel"RgURit is sub6tanfia4y
unless and until the Condominium
Declaration is recorded against the Property and the townhomes are
sold to individual owners; and (2) the Common Area, which
maintenance must include, without limitation, seeding and mowing;
provided, however, that, without limiting Developer's obligations under
this Section 3.C, from and after the Transfer Date, as defined in the
Condominium Declaration, some or all of such maintenance items may be
provided by the Association, as governed by the Condominium
Declaration.
*1,
{00124815.1)
SECTION 4. AMENDMENT TO SECTION 6 OF DEVELOPMENT AGREEMENT.
Section 6 of the Development Agreement is hereby amended further to read as follows:
"SECTION 6. CONDOMINIUM DECLARATION.
In the event that Developer seeks to sell or convert all or any portion
of the Property in a manner that results in any portion of the Property not
beina held in common ownership such as converting a portion of the
Property into condominium uses prior to any sale or conversion.a A
declaration of condominium ownership ("Condominium Declaration'),
acceptable in form and substance to the Village Attorney, must be executed by
Developer and recorded against the Property in the office of the Lake County
Recorder of Deeds. The Condominium Declaration must be executed and
recorded not later than the date on which the closing for the sale of any dwelling
unit subject to the Condominium Declaration takes place. The Condominium
Declaration must contain a provision prohibiting any amendment thereto that
would conflict with this Agreement without prior approval by the Corporate
Authorities. Further, without limitation of the foregoing, the Condominium
Declaration must, at a minimum, contain the following provisions:
A. Condominium Association. Developer must create and establish
an association for the owners of the dwelling units on the Property
("Association") in the same manner as is required for condominiums under the
Illinois Condominium Property Act and all other Requirements of Law. The
documents creating and governing the Association, including, without limitation,
the Condominium Declaration and the by-laws ("Governing Documents"), must,
at a minimum, contain the following provisions:
1. Membership in Association. Membership in the Association
is mandatory for each and every owner and successive owner having a right to
the use or benefit of any portion of the Common Area.
2. Insurance. The Association is responsible for casualty and
liability insurance and real estate taxes for the Common Area.
3. Operation and Maintenance. The Association will own, and
will be responsible for the continuity, care, conservation, maintenance, and
operation of, in a first rate condition, in perpetuity, and in accordance with
predetermined standards, the Common Area, and all landscaping, equipment,
appurtenances and stormwater detention facilities located on or within the
Common Area and the cost of power required for such equipment and
appurtenances. The Association must regularly and systematically perform the
maintenance, repair, and replacement of any and all parts or portions of the
Common Area necessary to permit the Common Area to function as originally
designed.
4. Snow Removal. The Association, and not the Village, will
be responsible, at the Association's expense, for snow removal on or from the
Property.
5. Association Fees. The owners of each dwelling unit must
pay their pro rata share of all costs and expenses incurred by the Association by
means of assessments to be levied by the Association that meet the requirements
(00124815.1)
for becoming a lien, foreclosable in the same manner as statutory mortgage liens,
on each such member's fee interest in the Property in accordance with the
statutes of the State of Illinois. The Association will have the right to adjust the
assessment to meet changing needs. The membership vote required to authorize
such an adjustment may not be fixed at more than 51% of the members voting on
the issue, unless otherwise required by the Illinois Condominium Property Act.
Notwithstanding any provision of this Section 6.A.5 to the contrary, no off-street
parking space that is required to be located on the Property pursuant to the
Zoning Code may be sold or transferred except as part of the sale or transfer of
the dwelling unit for which the use of such parking space is reserved.
6. Final Approval by Village. The Village, through its Principal
Planner, has the right of final approval of the Governing Documents.
7. Approval of Modifications by Village. No modifications or
revisions to the provisions in the Governing Documents required pursuant to
Section 6 of this Agreement, or to any provision that is inconsistent with the
requirements of this Agreement will be effective without the prior review and
written approval of the Village Principal Planner.
B. General Provisions.
1. Enforcement of Governing Documents. The Village, as well
as the owners of each dwelling unit, will have the right to enforce the Governing
Documents.
2. Village Performance. The Village will have the right, but not
the obligation, after 30 days written notice to the Association, to perform any
preservation, maintenance or repair work that, in the sole opinion of the Village,
the Association has neglected to perform on the Common Area, to assess the
members of the Association for such work, and to file a lien against the property of
the Association or the property of any member failing to pay the assessment.
3. Run with Pro -ert.. The Condominium Declaration must run
with and bind the Property, each dwelling unit, and all portions thereof, and will be
binding on Developer, and its successors in interest, to the Property and the
dwelling units."
SECTIONS. AMENDMENT TO SECTION 12 OF DEVELOPMENT AGREEMENT_.
Section 12 of the Development Agreement is hereby amended further to read as follows:
"SECTION 12.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
(00124815.11
appropriate and recordable evidence of the termination of this Agreement.
Notwithstanding anything contrary contained herein. Section 6 of this
A_areement shall survive termination of this Agreement and continue to run
with and bind the Property. 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 6. RECORDING-, BINDING EFFECT.
A copy of this First Amendment will be recorded against the Property in the Office of the
Lake County Recorder of Deeds. This First Amendment and the privileges, obligations, and
provisions contained herein run with the Property and inure to the benefit of, and are and will be
binding upon, the Developer and its personal representatives, successors, and assigns.
SECTION 7. REPRESENTATIONS.
A. By the Villa e. The Village hereby represents and warrants that: (1) the
persons executing this First Amendment on its behalf have been properly authorized to do so by
the Corporate Authorities; (2) it has full power and authority to execute and deliver this First
Amendment and to perform all of its obligations imposed pursuant to this First Amendment; and
(3) this First Amendment constitutes a legal, valid and binding obligation of the Village
enforceable in accordance with its terms.
B. By the Develo[er. The Developer hereby represents and warrants that:
(1) it has full power and authority to execute and deliver this First Amendment and to perform all
of its obligations imposed pursuant to this First Amendment; and (2) this First Amendment
constitutes a legal, valid and binding obligation of the Developer enforceable in accordance with
its terms.
[SIGNATURE PAGE FOLLOWS]
{00124815.1)
IN WITNESS WHEREOF, the Parties have hereunto set their hands on the date first
above written.
ATTEST•
tindrew S. Lichterman
Acting Village Manager/Deputy Village Clerk
ATTEST:
L
{00124815.11
VILLAGE OF DEERFIELD,
an Illinois home rulemunicipal corporation
By: l J"
Daniel C. Shapiro
Its: Mayor
1219 PARTNERS, LLC,
an Illinois limited liability company
By: _
ACKNOWLEDGMENTS
STATE OF ILLINOIS )
) SS.
COUNTY OF LAKE )
This instrument was acknowledged before me on Marck Z , 2022, by
Daniel C. Shapiro, the Mayor of the VILLAGE OF DEERFIELD, an Illinois municipal
corporation, and by Andrew S, Lichterman, the Acting Village Manager/Deputy Village Clerk of
said municipal corporation.
Given under my hand and official seal this ha day of mar ., 2022.
OFFICIAL SEAL
DANIEL VAN DUSEN
NOTARY PUBLIC, STATE OF ILLINOIS
MY COMMISSION EXPIRES:1110212025 Notary Public
My Commission expires:_ 11102 4 z0Z5
SEAL
STATE OF ILLINOIS )
�� j SS.
COUNTY OF
This instrument was acknowled ed before me on \ 2022, by
'Q the of 1219 Partners, LLC, an
Illinois liability company, and by the of said limited liability
company.
Given under my hand and official seal this 1--day of �"LG'�, 2022.
My Commission expires:
SEAL
Not ublic
5 < <ca23
NA PRATT
NOLcl j ,4 IllinoJ2023
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{00124815.11
ROSANNA PRATT
Official Seal
CNotary Public - State of Illinois
mission Expires May 18, 2023