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R-97-13RESOLUTIONNO. R -97 -13 RESOLUTION APPROVING FIFTH AMENDMENT TO ANNEXATION AGREEMENT WHEREAS,,CarrAmerica Realty Corporation, a Maryland corporation (the "Developer "), Parkway North Owners' Association, an Illinois not - for - profit corporation (the "Association "), and Carr Parkway North 1 Corporation, a Delaware corporation (collectively, together with their respective successors and assigns, are hereinafter referred to as the "Owner "), are the owners and developers of certain real estate (the "Property ") previously annexed to the Village of Deerfield pursuant to a certain Annexation Agreement described below; and WHEREAS, the Parties (consisting of the Owner, Developer and the Village of Deerfield) or their predecessors entered into a certain Annexation Agreement (the "Original Annexation Agreement ") dated as of February 4, 1985 among the Village, the Developer, the Trustee under Trust Nos. 60644 and 62258, and Richard Frigo, as amended by a certain First Amendment to Annexation Agreement among the Village, the Developer, and the Trustee under Trust Nos. 62258, 65708 and 66526 (the "First Amendment "), and further amended by a certain Second Amendment to Annexation Agreement dated as of December 3, 1990 among the parties thereto (the "Second Amendment "), and further amended by a certain Third Amendment to Annexation Agreement dated as of October 5, 1992 among the Village, the Developer and the Trustee under Trust Nos. 62258, 65708, 66526 and 107008 -05 (the "Third Amendment "), and further amended by a certain Fourth Amendment to Annexation Agreement dated as of September 7, 1993 among the parties thereto (the "Fourth Amendment ") (the Original Annexation Agreement, First Amendment, Second Amendment, Third Amendment and Fourth Amendment are collectively referred to as the "Existing Annexation Agreement "); and WHEREAS, except with respect to the Marriott Property (as defined in Paragraph 9 of the Second Amendment), the Owners are the successor owners to the "Owner" in the Original Annexation Agreement; and WHEREAS, in furtherance of the foregoing, the Owner and Developer desire and propose to develop (or cause to be developed) the undeveloped portions of the Property in a consistent and harmonious manner which is compatible with and subject to the same conditions and restrictions as the "Property" as defined in the Existing Annexation Agreement and upon certain terms and conditions hereinafter set forth herein; and WHEREAS, pursuant to the provisions of Chapter 65, Section 5/11- 15.1 -1 of the Illinois Compiled Statutes, said Owner submitted to the Corporate Authorities of the Village of Deerfield a proposed Fifth Amendment to Annexation Agreement implementing the proposed uses on the Property and approving certain changes necessitated thereby in the Concept Plan for the Property as previously set forth in the Existing Annexation Agreement; and WHEREAS, pursuant to notice as required by statute and ordinance, a public hearing was held by the Plan Commission of the Village with respect to the request of said Owner to permit the future development of the Property in the manner proposed in the attached Fifth Amendment to Annexation Agreement and Exhibits attached thereto and made a part thereof, and written findings 1KS 152343 . I August 15, 1997 1� STA.'rE OF ILLINOIS COUNTIES OF LAKE AND COOK ) SS VILLAGE OF DEERFIELD ) 105648 Filed for.Record in: LAKE COUNTY IL' MARY ELLEN WDERVENTER - RECORDER On Mar 23 1998 At 11.43an Receipt #:� 99251 Doc /Type ORD Deputy - Cashier #1 The undersigned hereby certifies that he is the duly appointed Village Clerk of the Village of Deerfield,.Lake and Cook Counties, Illinois, and that the attached is a true and accurate copy of Resolution No. R -97 -13 entitled "Resolution Approving Fifth Amendment to Annexation Agreement" as appears in the records and files of the office of the Village Clerk. Dated this March 17, 1998 41' C ,6Ji' . 44t° I+ S•E, a L' !' Yx P, r k1 �, • ' r ti• FBI; V Village Clerk b Submitted by: Village of Deerfield 850 Waukegan Road�� Deerfield, IL 60015 ` RESOLUTION NO. R-97-13 RESOLUTION APPROVING FIFTH AMENDMENT TO ANNEXATION AGREEMENT of fact and recommendations with respect thereto were made by said Plan Commission and submitted to the Corporate Authorities; and WHEREAS, pursuant to notice as required by statute and ordinance a public hearing was held by the Corporate Authorities of the Village with respect to the terms and conditions of said Fifth Amendment to Annexation Agreement; and WHEREAS, said Corporate Authorities, after due and careful consideration, have concluded that the uses and future development of the Property on the terms and conditions set forth in the Existing Annexation Agreement as amended by the attached Fifth Amendment to Annexation Agreement would further the growth of the Village, enable the Village to control the development of said Property, and subserve the best interests of the Village. NOW, THEREFORE, BE IT RESOLVED BY THE PRESIDENT AND BOARD OF TRUSTEES OF THE VILLAGE OF DEERFIELD, LAKE AND COOK COUNTIES, ILLINOIS AS FOLLOWS: SECTION That the Fifth Amendment to Annexation Agreement, including the ONE: Exhibits, attached hereto between the Village of Deerfield, the Owner and the Developer, be and the same is hereby approved. SECTION That the President and Clerk of the Village of Deerfield are hereby TWO: authorized and directed to execute said Fifth Amendment to Annexation Agreement. AYES: Ehlers, Rosenthal, Seidman, Swanson, Swartz (5) NAYS: None (0 ) ABSENT: Heuberger (1) PASSED: Thisl 8th day of APPROVED: Thisl 8th day of ATTEST: 3 VI AGE CLERK JKS 152843 . 1 August 15, 1997 August August 2 A.D., 1997. A.D., 1997. VILLAGE PRESIDENT 41 * 4.8 r r Nf". RIME FIFTH AMENDMENT TO ANNEXATION AGREEMENT THIS FIFTH AMENDMENT TO ANNEXATION AGREEMENT (the "Agreement ") is made and entered into as of this 18th day of August , 1997, by and between the VILLAGE OF DEERFIELD, ILLINOIS, a municipal corporation (the "Village "), by and through its President and Board of Trustees (collectively, the "Corporate Authorities "); CARRAMERICA REALTY CORPORATION (the "Developer "), a Maryland corporation; PARKWAY NORTH OWNERS' ASSOCIATION, an Illinois not - for - profit corporation ( "Association "), and CARR PARKWAY NORTH I CORPORATION, a Delaware corporation ( "Carr Phase I ") (collectively Developer, Carr Phase I, and Association together with their respective successors and assigns, are referred to as the "Owners "; and collectively the Village, the Corporate Authorities, the Developer and the Owners are sometimes referred to as the 'Parties "). RECITALS: A. Except with respect to the Marriott Property (defined in Paragraph 8 below), the Owners in this Agreement are the successor owners to the "Owner" in the Existing Annexation Agreement (defined below) and Developer in this Agreement is the successor to the "Developer" in the Existing Annexation Agreement; 41©5PG48 9251677.5 96304738 B. The Village, and Developer's and Owners' predecessors are parties to a certain Annexation Agreement (the "Original Annexation Agreement ") dated as of February 4,, 1985, as amended by a certain First Amendment to Annexation Agreement" dated as of October 5, 1987 (the "First Amendment "), a certain Second Amendment to Annexation Agreement dated as of December 3, 1990 (the "Second Amendment "), a certain Third Amendment to Annexation Agreement dated as of October 5, 1992 (the "Third Amendment "), and a certain Fourth Amendment to Annexation Agreement dated as of September 7, 1993 (the "Fourth Amendment ") (the Original Annexation Agreement, First Amendment, Second Amendment, Third Amendment, and Fourth Amendment are collectively referred to as the "Existing Annexation Agreement "; the Existing Annexation Agreement as amended by the terms of this Agreement is referred to as the "Annexation Agreement "); C. The Existing Annexation Agreement relates to certain "Property" as defined therein; such Property, net of certain dedications, donations and roads and excluding the Marriott Property described below, is legally described on Appendix A attached hereto and made a part hereof. D. The Developer desires to develop the undeveloped portions of the Property in a consistent and harmonious manner which is compatible with and, except as set forth herein, subject to the same conditions and restrictions as set forth in the Existing Annexation Agreement, and accordingly the Owners and Developer desire and propose to amend the Existing Annexation Agreement as set forth herein; E. The Corporate Authorities, after due and careful consideration, have concluded that the amendment of the Existing Annexation Agreement on the terms and conditions hereinafter set forth, and the unified development of the undeveloped portion of the Property as provided'herein, 9251677.5 96304738 would further the growth of the Village, increase its tax assessable values, enable the Village to control the development of the Property and would be in the .best interests of the Village; F. Pursuant to the provisions of Section 5111 - 15.1 -1, of the Illinois Municipal Code (Chapter 65, Illinois Compiled Statutes) a proposed Fifth Amendment to Annexation Agreement, the same in form and substance as this Agreement, was submitted to the Corporate Authorities and a public hearing was held thereon pursuant to notice as provided by statute and ordinance; NOW, THEREFORE, in consideration of the premises and of the mutual covenants and agreements herein contained, it is hereby agreed by and between the parties hereto as follows: 1. Applicable Law. This Agreement is made pursuant to and in accordance with provisions of Section 5/11 - 15.1 -1, et seg., of the Illinois Municipal Code (Chapter 65, Illinois Compiled Statutes). 2. . Enactment of Annexation Ordinance. Immediately upon the occurrence of the execution of this Agreement by the Parties, the Corporate Authorities shall enact a valid and binding resolution (the "Annexation Resolution ") approving this Agreement as an amendment to the Existing Annexation Agreement. 3. Enactment of Other Ordinances. Immediately upon the passage of the Annexation Resolution, the Corporate Authorities shall adopt resolutions or ordinances as applicable which shall: (i) approve a Preliminary Development Plan for an I -1 Planned Unit Development, (ii) approve Plat of Subdivision for a portion of the Property, (iii) grant a special use for an I -1 Planned Unit Development for those portions of the Property receiving Final Development Plan approval, and (iv) approve exceptions, as necessary, to implement the above plans, as further specified in Paragraphs 4 and 5 below. 9251677.5 96304738 -3- 4105648 NO 4. Approval of Preliminary and Final Plans. The Village hereby approves the Preliminary Development Plan, as defined by Section 12.09 -C of the Village Zoning Ordinance, submitted to it by the Developer in connection with the portion of the Property generally lying north and west of Parkway North Boulevard. The items comprising the Preliminary Development Plan are listed on Appendix B (collectively the "Preliminary Plan") and the site plan portion of the Preliminary Plan is attached hereto as Appendix C. The Village agrees to approve Final Development Plans as defined by Section 12.09 -F of the Village Zoning Ordinance, or phases thereof, provided such Final Development Plans substantially conform to the Preliminary Plan. The Village also hereby approves Final Development Plans, as defined by Section 12.09 -F of the Village Zoning Ordinance, submitted to it by the Developer in connection with the Clubhouse and Building Six portions of the Property and certain infrastructure and landscaping items as identified below and on Appendix D. The items comprising the Final Development Plans are listed on Appendix E (collectively the "Final Plan") and the Building Six and Clubhouse site plan portions of such Final Plan are attached hereto as Appendix F. The Preliminary Plan and Final Plan (collectively the "Approved Plans ") contemplate construction of multiple office buildings with accessory uses as set forth in the Village Zoning Ordinance. The Village acknowledges that the number of parking spaces indicated on the Approved Plans meets the full requirements of the Annexation Agreement without landbanking and so accordingly no parking landbank areas are shown. The Approved Plans also incorporate the existing Clubhouse containing previously approved daycare and health club uses into the Parkway North development as a separately subdivided lot. At the time the Developer develops Building Six approved with the Final Plan, Developer will construct (i) the stormwater pond, (ii) the second 9251677.5 96304738 -4- (north) Saunders Road entrance and related entrance drive, (iii) half of the width of the internal loop drive which fronts the building pad areas, (iv) the Clubhouse parking lot and playground modifications, (v) landscaping and berming along Saunders Road and portions of Parkway North Boulevard and adjacent to the residential and commercial structures in the tract's northwest corner, and (vi) the water line loop within the site, all in accordance with the Final Plan in the areas shown on Appendix D as detailed on Appendix E. In addition, Developer will preliminarily grade the balance of the site subject to the Approved Plans as shown on the Approved Plans. 5. Incorporation of Existing Annexation Provisions. The Parties agree that the Approved Plans are subject to the terms and conditions, including waivers, exceptions, and variations, set forth in the Existing Annexation Agreement, except as set forth below. The Parties agree that the Approved Plans refine and amend the Concept Plan set forth in the Existing Annexation Agreement subject to the following. The Parties agree that all terms and provisions of Paragraph 5 of the Original Annexation Agreement as amended by Paragraph 5 of the Second Amendment and Paragraph 3 of the Third Amendment (copies of which Paragraphs of the Original Annexation Agreement, the Second Amendment and the Third Amendment are attached hereto as Appendix H) and any other provisions of the Existing Annexation Agreement (including, without limitation, all Concept Plan restrictions, exceptions, and variations, all agreements concerning treatment of Preliminary and Final Development Plans, uses, setbacks, variations from the Village Zoning Ordinance for height, parking, and other matters, adoption of an I -1/PUD Ordinance, phasing, and amendments to the Concept, Preliminary and Final Development Plans) shall apply to any development of the undeveloped portions of the Property described herein. Any ordinance or ordinances approving a Concept Plan, Preliminary Development Plan, Final Development Plan or 9251677.5 96304738 -5- 4105648 Special Use for an I -1 Planned Unit Development, for development of the undeveloped portions of the Property shall permit, grant or otherwise authorize any and all of the uses, variations or other items referred to above to the extent the same may be applicable to the submitted plans. The Approved Plans may be amended in accordance with the Village's Planned Unit Development procedures without amending the Annexation Agreement so long as such amendments are reasonably consistent with the Concept Plan as herein amended and do not involve any variances or exceptions to the specific requirements of the Annexation Agreement. In addition, preliminary and/or final plans for the undeveloped portions of the Property not subject to the Approved Plans may be approved or amended by an amendment of the I -1/PUD Ordinance in accordance with the Village's Planned Unit Development procedures without amending the Annexation Agreement so long as such plan or amendment is reasonably consistent with the Concept Plan as herein amended and does not involve any variances or exceptions to the specific requirements of the Annexation Agreement. 6. Existing Improvements; Toll way. The Existing Annexation Agreement provides that up to 1,585,583 square feet of Gross Leasable Area may be developed on the Property. The Parties confirm that as of the date of this Fifth Amendment the following projects have been constructed on the Property having the Gross Leasable Area (or "GLA ") shown: One Parkway North 226,996 GLA Marriott Hotel 171,090 GLA Three Parkway North 216,973 GLA Thorngate Healthclub/Daycare Center 18,290 GLA TOTAL 633,349 GLA The Parties also acknowledge that a 1.2317 acre portion of the Property originally subject to the Existing Annexation Agreement, which portion (the "Prior Tollway Conveyance ") is legally 9251677.5 96304738 _ 6 _ 41056-48 a described on part 1 of Appendix G, has been conveyed to The Illinois State Toll Highway Authority (the "Toll Authority ") in connection with certain Deerfield Road Toll Plaza improvements. In addition, the Toll Authority has requested conveyance of approximately an additional 1.55 acres (such additional conveyance, as it may be modified, is called the "Additional Tollway Conveyance "), which Additional Tollway Conveyance is depicted or described on part 2 of Appendix G. The Village agrees that the Prior Tollway Conveyance and the Additional Tollway Conveyance, whether by voluntary or involuntary conveyance, in easement or in fee, will not reduce the amount of land to be included in bulk, open space, lot coverage, setback, and floor area (Gross Leasable Area) computations for the Property (as the Property may be expanded by future annexations) so as to allow development of such Property for purposes of all zoning and other land use controls as though said land had not been conveyed. 7. Duration of Approved Plans Approval. Notwithstanding anything in the Zoning, Subdivision or other ordinances of the Village, the Preliminary Plan shall remain valid and shall not lapse for the remaining duration of this Agreement as it may be amended or renewed. The Final Plan shall remain valid and shall not lapse for a period of two (2) years, subject to extension as provided below. If the Preliminary Plan or Final Plan or any other plans which may be approved for the Property should expire without renewal, then the variances and other terms granted for the Property in the Annexation Agreement shall remain in full force and effect, and shall apply to any preliminary or final plan which may be proposed for the Property. If preliminary or final plans are approved for any other portion of the Property, then such plans shall also be valid and shall not lapse for the remaining term of this Agreement (as it may be amended or renewed) and for two (2) years, respectively, subject to further extension in the reasonable discretion of the Board of Trustees. 9251677.5 96304738 4105641-8 8. Reaffirmation: Marriott Property. In general it is the intent of the Parties that, except as they may have been specifically amended hereby, all terms and conditions of the Existing Annexation Agreement are ratified and reaffirmed and shall continue unamended and in full force and effect. Without limiting the generality of the foregoing, the Developer and Owner confirm that the agreement in Paragraph 8 of the Original Annexation Agreement respecting signalization at the Deerfield Road entrance remains in full force and effect. It is understood that a portion of the Property described on Appendix E to the Second Amendment (the "Marriott Property") has been sold to Marriott Corporation, which is not a party hereto. Nothing.herein shall be deemed to amend or otherwise affect the Existing Annexation Agreement as it applies to the Marriott Property. 9. Counterparts. This Agreement may be executed in any number of counterparts each of which shall be deemed an original, but all of which shall constitute one and the same instrument. 9251677.5 96304738 -8- IN WITNESS WHEREOF, the Village, the Developer and the Owner have caused this instrument to be executed by their respective proper officials duly authorized to execute the same as of the day and the year first above written. Attest: Village Clerk Prepared by (and when recorded return to): Ivan P. Kane, Esq. MAYER, BROWN & PLATT 190 South LaSalle Street Chicago, Illinois 60606 (312) 782 -0600 9251677.5 96304738 VILLAGE OF DEERFIELD, an Illinois municipal corporation By: Title: CARRAMERICA REALTY CORPORATION, a Maryland corporation 11 O j a IrI i CARR PARKWAY NORTH I CORPORATION, a Delaware corporation 1 ! -1 4 PARKWAY NORTH OWNERS' ASSOCIATION, an Illinois not - for - profit corporation \i' STATE OF ILLINOIS SS. COUNTY OF LAKE I, Sharon K. Cromie , a notary public in and for said County, in the State aforesaid, DO HEREBY CERTIFY THAT Bernard Forrest , personally known to me to be the President of the Village of Deerfield, an Illinois municipal corporation, and Robert D. Franz , personally known to me to be the ikqwzy Village Clerk of said Village, and personally known to me to be the same persons whose names are subscribed to the foregoing instrument, appeared before me this day in person and severally acknowledged that as such President and Deputy Village Clerk, they signed and delivered the said instrument as President and Deputy Village Clerk of said Village, and caused the corporate seal of said Village to be affixed thereto, pursuant to authority given by the Board of Trustees of said Village, as their free and voluntary act, and as the free and voluntary act and deed of said Village, for the uses and purposes therein set forth. GIVEN under my hand and notarial seal this 18th day of August _,1997. "._ Notary Public C= NotuyPobl state of mnois Diy Commisei=F q*w Feb. 23,1M My Commission Expires: February 23, 1999 9253677.5 96304738" STATE OF ILLINOIS SS. COUNTY OF COOK 15;/ Qi*Itl d( 41''dF- �S0'1, a notary public in and for said County, in the State aforesaid, DO HEREBY CERTIFY THAT Gerald J. O'Malley, personally known to me to be the Vice President of CARRAMERICA PARKWAY NORTH I CORPORATION, a Delaware corporation, and personally known to me to be the same person whose name is subscribed to the foregoing instrument, appeared before me this day in person and acknowledged that as such Vice President he signed and delivered the said instrument on behalf of said corporation pursuant to authority given by the board of directors of said corporation, as his free and voluntary act, and as the free and voluntary act and deed of said corporation, for the uses and purposes therein set forth. GIVEN under my hand and notarial seal this day of August, 1997. My Commission Expires: 4.3 00 *aI4�41 altatjekll� Notary Public >� "0f Pgr,.U� SEAL) )< Sharon R. Anderson ))< Notary Public, State of Illinois ' )t� My Commission Expires 04/03/001, 4105645 STATE OF ILLINOIS SS. COUNTY OF COOK I, -W&W d� AWPaWl, a notary public in and for said County, in the State aforesaid, DO HEREBY CERTIFY THAT Gerald J. O'Malley, personally known tome to be the Vice President of PARKWAY NORTH OWNERS' ASSOCIATION, an Illinois not -for- profit corporation, and personally known to me to be the same person whose name is subscribed to the foregoing instrument, appeared before me this day in person and acknowledged that as such Vice President he signed and delivered the said instrument on behalf of said corporation pursuant to authority given by the board of directors of said corporation, as his free and voluntary act, and as the free and voluntary act and deed of said corporation, for the uses and purposes therein set forth. GIVEN under my hand and notarial seal this/1A day of August, 1997. My Commission Expires: 43 a 000 Notary Public >� "OFW&j SEAL" )� Sharon R. Anderson ;< Notary Public, State of Illinois ' >C< My Commission Expires 04/03/00 , ' ®a6B STATE OF ILLINOIS ) SS. COUNTY OF COOK ) I,,5#AeO1/ �e a notary public in and for said County, in the State aforesaid, DO HEREBY CERTIFY THAT Gerald J. O'Malley, personally known to me to be the Vice President of CARRAMERICA REALTY CORPORATION, a Maryland corporation, and personally known to me to be the same person whose name is subscribed to the foregoing instrument, appeared before me this day in person and acknowledged that as such Vice President he signed and delivered the said instrument on behalf of said corporation pursuant to authority given by the board of directors of said corporation, as his free and voluntary act, and as the free and voluntary act and deed of said corporation, for the uses and purposes therein set forth. GIVEN under my hand and notarial seal this 1rday of August, 1997. My Commission Expires: /�—/ 3 Oc, '6471 k) l�, Notary Public )< "OL SE )< Sharon R. Anderson ,< Notary public, State of Illinois ' )(< MY Commission Expires 04/03/00,.. \1-9 LIST OF APPENDICES APPENDIX A - Current Legal Description of the Property APPENDIX B - Items Constituting the Preliminary Plan APPENDIX C - Preliminary Plan Site Plan APPENDIX D - Depiction of Items Approved on Final Plan APPENDIX E - Items Constituting the Final Plan APPENDIX F - Final Plan Site Plan(s) APPENDIX G - Tollway Conveyances APPENDIX H - Copies of Selected Provisions of Existing Annexation Agreement ,4$� 9251677.5 96304738 a APPENDIX A Current Legal Description of the Property (net of dedications, donations, and certain roads, and excluding the Marriott Property) LOTS 1, 2 AND 4, AND OUTLOTS "A" AND "B" OF PARKWAY NORTH CENTER ( RESUBDIVISION), BEING A SUBDIVISION AND A RESUBDIVISION OF PART OF THE NORTH HALF OF SECTION 31, TOWNSHIP 43 NORTH, RANGE 12, EAST OF THE THIRD PRINCIPAL MERIDIAN, ACCORDING TO THE PLAT THEREOF RECORDED NOVEMBER 17, 1987 AS DOCUMENT 2632409, EXCEPT THAT PORTION OF OUTLOT "A" DEEDED TO ILLINOIS STATE TOLL HIGHWAY AUTHORITY BY DEED DATED SEPTEMBER 8, 1994 AND RECORDED OCTOBER 17, 1994 AS DOCUMENT 3603799, IN LAKE COUNTY, ILLINOIS, AND EXCEPTING THEREFROM THOSE PORTIONS OF OUTLOT "A" AND OUTLOT "B" DEDICATED TO LAKE COUNTY FOR ROADWAY PURPOSES PER DOCUMENT NO. 2810203, LAKE COUNTY, ILLINOIS. TOGETHER WITH THE WEST HALF OF WOODVIEW LAND LYING EAST OF AND ADJOINING SAID OUTLOT "A" AS VACATED BY INSTRUMENT RECORDED MARCH 1, 1994 AS DOCUMENT 3499610, LAKE COUNTY, ILLINOIS TOGETHER WITH LOTS 1 AND 8 (EXCEPT THAT PART THEREOF CONDEMNED FOR TOLL ROAD PURPOSES BY PROCEEDINGS HAD IN THE COUNTY COURT OF LAKE COUNTY, ILLINOIS AS CASE NO. 13910), TOGETHER WITH ALL OF LOTS 2,3 AND 7 IN HENDRIX'S SUBDIVISION, A SUBDIVISION OF THE WEST 531.8 FEET OF THE EAST 672.2 FEET OF THE NORTH 43 RODS AND 16 LINKS OF THE NORTHWEST QUARTER OF SECTION 31, TOWNSHIP 43 NORTH, RANGE 12, EAST OF THE THIRD PRINCIPAL MERIDIAN, ACCORDING TO THE PLAT THEREOF RECORDED OCTOBER 13, 1956 AS DOCUMENT 926650, IN BOOK 1489 OF RECORDS, PAGE 123, IN LAKE COUNTY, ILLINOIS. TOGETHER WITH THE WEST HALF OF WOODVIEW LANE LYING EAST OF AND ADJOINING LOT 7 AND THAT PART OF LOT 8 DESCRIBED IN PARCEL 1 AFORESAID; AND THE EAST HALF OF WOODVIEW LANE LYING WEST OF AND ADJOINING LOTS 2 AND 3 AND THAT PART OF LOT 1 DESCRIBED IN PARCEL 1 AFORESAID, AS VACATED BY INSTRUMENT RECORDED MARCH 1, 1994 AS DOCUMENT 3499610, IN LAKE COUNTY, ILLINOIS. 9251677.5 96304738 41©5 "64S 20 TOGETHER WITH LOTS 1 AND 2 IN PARKWAY NORTH RESUBDIVISION NO. 1, BEING A RESUBDIVISION OF LOT 3 IN PARKWAY NORTH CENTER IN SECTION 31, TOWNSHIP 43 NORTH, RANGE 12, EAST OF THE THIRD PRINCIPAL MERIDIAN, ACCORDING TO THE PLAT THEREOF RECORDED DECEMBER 8, 1988 AS DOCUMENT 2747302, IN LAKE COUNTY, ILLINOIS. TOGETHER WITH THAT PART OF THE NORTHWEST QUARTER 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 EASTERLY LINE OF SAUNDERS ROAD ACCORDING TO THE PLAT OF SURVEY THEREOF RECORDED AS DOCUMENT 988996 AND THE NORTH LINE OF LOT 17 IN VERNON RIDGE COUNTRY HOME SUBDIVISION ACCORDING TO THE PLAT THEREOF RECORDED AS DOCUMENT 241933 ON JUNE 25, 1924; THENCE EAST ALONG SAID NORTH LINE OF LOT 17, 357.21 FEET, MORE OR LESS, TO THE NORTHEAST CORNER OF SAID LOT 17; THENCE NORTH ALONG THE WEST LINE OF LOT 16 IN SAID VERNON RIDGE COUNTRY HOME SUBDIVISION 61.05 FEET, MORE OR LESS, TO THE NORTHWEST CORNER THEREOF; THENCE EAST ALONG THE NORTH LINE OF SAID LOT 16, 225.00 FEET, MORE OR LESS, TO THE NORTHEAST CORNER THEREOF; THENCE NORTH ALONG THE EAST LINE OF SAID LOT 16 PROJECTED STRAIGHT NORTH 213.95 FEET; THENCE EAST ALONG A LINE PARALLEL WITH THE NORTH LINE OF SAID VERNON RIDGE COUNTRY HOME SUBDIVISION 525.00 FEET; THENCE NORTH ALONG A LINE PARALLEL WITH SAID EAST LINE OF LOT 16, 300.00 FEET; THENCE WEST ALONG A LINE PARALLEL WITH SAID NORTH LINE OF VERNON RIDGE COUNTRY HOME SUBDIVISION 1059.06 FEET, MORE OR LESS, TO THE AFOREMENTIONED EASTERLY LINE OF SAUNDERS ROAD THE THENCE SOUTHERLY ALONG SAID EASTERLY LINE OF SAUNDERS ROAD TO THE POINT OF BEGINNING, IN LAKE COUNTY, ILLINOIS. 9251677.5 96304738 1053'u4S \,A APPENDIX B Items Constituting the Preliminary Plan Statement of Intent 2. Preliminary Site Plan prepared by The Lakota Group and SDI Consultants, Ltd., Sheet C -1, last rev. June 25, 1997 3. Preliminary Engineering Plan prepared by SDI Consultants, Ltd., Sheet C -2, last rev. June 25, 1997 4. Landscaping Plans prepared by The Lakota Group: a. Existing Tree Locations, Sheet L- 1, last rev. July 24, 1997 b. Preliminary Berming/Grading Plan, Sheet L -2, last rev. July 17, 1997 C. Preliminary Overall Site Landscaping Plan, Sheet L -3, last rev. July 17, 1997 d. Preliminary Enlarged Pond Edge Landscape Treatment, Sheet L -4, last rev. July 17, 1997 e. Preliminary Landscape Sections, Sheet L -5, last rev. July 17, 1997 5. Parking Data a. Daycare Center Statement of Design Capacity b. Health Club Statement of Design Capacity C. Parking Data Sheet last rev. July 25, 1997 6. Traffic Update Study prepared by Metro Transportation, Inc. Dated June 25, 1997 and letter from Metro Transportation Group, Inc. Dated July 17, 1997 Re: Review of Parkway North Geometry and Paving Plans and Memorandum prepared by Metro Transportation, Inc. dated July 24, 1997 Re: Sight Distance Requirements APPENDIX B Items Constituting the Preliminary Plan Statement of Intent 2. Preliminary Site Plan prepared by The Lakota Group and SDI Consultants, Ltd., Sheet C -1, last rev. June 25, 1997 3. Preliminary Engineering Plan prepared by SDI Consultants, Ltd., Sheet C -2, last rev. June 25, 1997 4. Landscaping Plans prepared by The Lakota Group: a. Existing Tree Locations, Sheet L -1, last rev. July 24, 1997 b. Preliminary Berming/Grading Plan, Sheet L -2, last rev. July 17, 1997 C. Preliminary Overall Site Landscaping Plan, Sheet L -3, last rev. July 17, 1997 d. Preliminary Enlarged Pond Edge Landscape Treatment, Sheet L -4, last rev. July 17, 1997 e. Preliminary Landscape Sections, Sheet L -5, last rev. July 17, 1997 5. Parking Data a. Daycare Center Statement of Design Capacity b. Health Club Statement of Design Capacity C. Parking Data Sheet last rev. July 25, 1997 6. Traffic Update Study prepared by Metro Transportation, Inc. Dated June 25, 1997 and letter from Metro Transportation Group, Inc. Dated July 17, 1997 Re: Review of Parkway North Geometry and Paving Plans and Memorandum prepared by Metro Transportation, Inc. dated July 24, 1997 Re: Sight Distance Requirements SIM STATEMENT OF INTENT CARRAMERICA PARKWAY NORTH CENTER APPLICATION History and Background Parkway North Center is an approximately 90 acre development which currently includes two major office buildings and a Marriott Suites hotel. The site also includes a fitness club and daycare center located in the former Thorngate Country Club clubhouse, which was extensively renovated for the new uses. The bulk of the land comprising Parkway North Center was annexed to the Village of Deerfield in February, 1985, and all of the office and hotel development currently in operation took place prior to 1990. Parkway North Center is zoned in the Village of Deerfield's I -1 (Office, Research, Restricted Industrial) category and has been developed as a Planned Unit Development. The property is governed by an Annexation Agreement which established certain ground rules which have been the guiding principles for development at Parkway North Center. These ground rules include the following key elements: Building Height: The Annexation Agreement permits building heights up to 75 feet plus specified overrides for mechanical equipment and the like. Setbacks: In general Parkway North is viewed as a PUD, with prescribed setbacks around the perimeter of the site and internal site setbacks left open to the site planning process. The Annexation Agreement requires very generous setbacks along Deerfield and Saunders Road to buffer surrounding properties. These setbacks are as follows: Building Setbacks: 300 feet from Saunders Road centerline 250 feet from Deerfield Road centerline Parking Setbacks 100 feet from Deerfield and Saunders Road centerlines Parkin : The Annexation Agreement requires that office uses be parked at 3.3 spaces per 1000 square feet of Gross Leaseable Area plus .7 spaces per 1000 square feet of gross building area. The .7 spaces can be landbanked. 9260797.3 96304738 410 648 /LV r • Densi : The Annexation Agreement permits the site to be developed up to a density equivalent to a .4 floor area ratio as applied to "Gross Leaseable Area ", as defined in the Annexation Agreement. Density is treated as a PUD issue in that it is measured over the entire site rather than applied on a "lot by lot" basis. Currently the Annexation Agreement (as amended) permits a total of 1,585,583 square feet of Gross Leaseable Area at Parkway North. To date, approximately 640,000 square feet of Gross Leaseable Area has been built, leaving up to 945,000 square feet yet to be developed. Development at Parkway North came to a halt in the early 1990's as the real estate markets went through a difficult phase, particularly in the office building sector. The then - current ownership of Parkway North explored other uses for the vacant land at Parkway North, including multi - family rental and fee -owned residential concepts. The continuation of the original Parkway North concept was in question. Current Ownership In June 1996, CarrAmerica Realty Corporation purchased Parkway North Center. CarrAmerica is a publicly traded real estate investment trust (NYSE: CRE) having a current market capitalization of over three billion dollars. CarrAmerica's sole line of business is quality office properties. CarrAmerica has been in business for over thirty-five years. It grew as the pre- eminent office owner and developer in the Washington D.C. area. More recently CarrAmerica has directed its focus nationally, and it owns, develops and operates office properties in fifteen major metropolitan areas throughout the United States. Parkway North Center is CarrAmerica's flagship property in the Chicago area, and its regional office is located within Three Parkway North Center. Current Request CarrAmerica is dedicated to implementing and revitalizing the original vision for Parkway North Center. We are presenting for approval a Preliminary Development Plan covering the approximately 30 acre tract within Parkway North Center which lies to the north and west of Parkway North Boulevard. The Preliminary Plan shows four buildings totaling approximately 467,000 gross square feet of building area, which translates to approximately 425,000 square feet of Gross Leaseable Area as defined in the Parkway North Annexation Agreement. The plan defines an area around the storm pond where buildings will be clustered onto flexible "building pad" sites. The pond will be an amenity and organizing principal for development of this portion of Parkway North Center. The design of Building Six is definite, and as detailed below, we are currently also requesting final plan approval for Building Six. The design of Buildings 7A, 713 and 8 are conceptual at this time, but with the Preliminary Development Plan we hope to establish the parameters for development within the building pad area. We expect that the density for Buildings 7A, 7B and 8 may change in the sense that the individual building sizes may vary a bit as the market and individual users determine the size of an individual building, but we have provided for a workable 9260797.3 96304738 -2- ti� Af PA., --i development area for the amount of building density generally shown. In particular, we see the possibility of Buildings 7A and 7B becoming a larger combined building, though it is equally possible that they will remain split out as shown. We believe that our Preliminary Development Plan meets all of the development guidelines established in the Parkway North Annexation Agreement. Indeed, we believe that our plan presents certain enhancements and advantages over the currently approved Concept Plan for Parkway North Center. The existing Parkway North Center Concept Plan approved in the Third Amendment to the Parkway North Annexation Agreement in October, 1993, provided for 595,000 square feet of additional Gross Leaseable Area within this portion of Parkway North Center. Our plan provides for 425,000 square feet of additional Gross Leaseable Area (467,000 square feet of total gross square footage), a reduction of approximately 170,000 square feet of Gross Leaseable Area. The existing Parkway North Concept Plan contemplated a continuation of the "big box" buildings that currently define Parkway North. The plan called for two approximately 300,000 square foot buildings in this area with structured parking located at the Deerfield Road setback line. In our concept, we have broken the buildings up into smaller units which we believe will give us more flexibility to meet "build to suit" opportunities in the marketplace. As mentioned earlier, our plan also has the flexibility to combine building units for a larger building should that prove to be desirable. We have managed to eliminate structured parking altogether while providing parking at a ratio of 4 spaces per 1000 square feet of building area as required by the Parkway North Annexation Agreement. Since we are able to park to the full Annexation Agreement requirement, landbanking will not be an issue for this development. In our plan, we are subdividing the Thorngate clubhouse as a separate subdivision lot. The clubhouse was brought into the Village of Deerfield with its then - existing parcel, including the former driving range, and previously was not integrated into the Parkway North subdivision. We are defining a clubhouse lot and are providing sufficient parking within the clubhouse lot to meet Deerfield's codes applicable to the uses that are conducted in the clubhouse. We have taken care to provide for larger parking spaces (9' x 19') as was required for the clubhouse uses in the Parkway North Annexation Agreement. The buildings we show are 4 -5 stories in height, which will translate to a building heights of approximately 52 to 65 feet, in each case within the Parkway North 75 -foot height limitation. Significantly, we are exceeding the Saunders Road and Deerfield Road building setbacks by a good measure. We are also meeting the required 100 foot Saunders Road and Deerfield Road parking setbacks, and we will be installing and landscaping berms along Saunders Road (the Deerfield Road berm already exists) as part of our initial site construction described below. In general, we believe that our proposed Preliminary Development Plan meets, and in many cases exceeds, the guidelines set forth in the Annexation Agreement for Parkway North Center. In that connection, we are aware of the remaining unperformed commitments in the Annexation 9260797.3 96304738 -3- ,41 -'0648 ti� S Agreement and confirm our commitment to honor those commitments. Among the commitments which we will be performing in the near future include construction of the second (north) Saunders Road entrance to the property, dedication to Lake County of a 10 foot right -of -way strip along Saunders Road (this Annexation Agreement requirement has not yet been fulfilled with respect to the Thomgate Clubhouse frontage, which was brought into the Village after the initial annexation of most of Parkway North) and the provision of a traffic signal at the Deerfield Road/Parkway North Boulevard intersection. In addition to seeking Preliminary Development Plan approval covering the entire site inside of the Parkway North Boulevard loop road, we are seeking Final Development Plan approval for Building Six shown on the Preliminary Site Plan, for the Clubhouse lot we are creating, and for much of the infrastructure, site grading and landscaping which will define this approximately 30- acre tract. More specifically, CarrAmerica Realty is requesting final approval to proceed with: l . The construction of the 92,000 GSF, four -story office to be located on the south side of the stormwater detention pond and to be known as Parkway VI. The scope of work would include the building as well as the associated parking lots and sitework. 2. The reconfiguration of the parking which supports the Health Club/Day Care facilities located in Parkway V (the Thorngate Country Club facility). The parking, as reconfigured, would meet Deerfield's code requirements. 3. The excavation of the entirety of the storm water detention pond located within the 30 acre tract. 4. The rough grading of the 30 acre tract. This is necessary to accommodate the onsite disposition of the vast majority of the existing stockpile and the spoils from the excavation of the stormwater detention pond; ground cover will be restablished upon completion of grading activities. 5. The installation of utilities (water, sanitary sewer, storm sewer) to serve the office structures to be constructed on the 30 acre tract. 6. The installation of approximately half the width of the "loop road" within the 30 acre tract, including interconnect points with Parkway North Boulevard (2), Parkway VI, and Saunders Road. 7. The installation of the second permitted access point off of Saunders Road. 8. The installation of permanent berms and landscaping along the property's Saunders Road frontage. 9. The installation of permanent berms, fencing and landscaping adjacent to the residential and commercial structures located at the 30 acre tract's northwest corner. 9260797.3 96304738 -4- �?r rxjg�� 10. The shifting of the playground areas associated with the Day Care facility approximately 100' south of their existing location. It is CarrAmerica's desire to commence construction of the Parkway VI building in late summer, 1997. Completion is expected in summer, 1998. Excavation of the storm water detention pond and rough grading of the site would commence in late summer, 1997. Installation of the associated landscaping, utilities, and roadways would be undertaken in the spring and summer of 1998. CarrAmerica will be making a significant financial commitment up -front in providing the site utility and road infrastructure and installation of permanent berms and landscaping. However, we believe that in doing so we will define and fix the quality and character we wish to establish for the balance of this area of Parkway North Center. Because of this large up -front commitment on our part, we will be presenting a proposed amendment to the Annexation Agreement for Parkway North Center which requests that our Preliminary Development Plan be approved for the remaining term of the Annexation Agreement. We are also requesting that Final Development Plans be approved for a 2 -year period. Of course, we expect to commence construction of the Parkway VI building and the other improvements currently under consideration immediately after approval. The two -year final plan approval is requested with future buildings in mind. We expect to market some of the future buildings on an inventory basis. We would appreciate the ability to do so without a one -year final plan expiration looming before us. We have already spent some time over the last several months working with Village staff as we have developed our plans. We look forward to working with the Plan Commission and Board of Trustees to bring these plans to reality. 9260797.3 96304738 -5- SDI s PARKWAY NORTH CENTER PRELIMINARY SITE PLAN iS PNC: T7 r 7 EICHT "TE. I- SEVEN-B n M kA FACWY "ToR R TIER WA AC-Fl p! i", 7 SEVEN A A ZI 7: ::I,: :;DE IlIC11; 16;3 HAWICA DPE SPACES: , SPACES, 26 TYPICAL PARKING LOT SECTION BENCHMARXS: LEGEND ABBREVIATIONS 0 L PARKWAY NORTH CENTER -T PRELIMINARY SITE PLAN App 2 d y. 0 PARKWAY NORTH CENTER PRELIMINARY ENGINEERING PLAN Es Li 22 -1 EHI El EPEE-] BENCHMARKS LEGEND ABBREVIATIONS O .......... 0 PARKWAY NORTH CENTER PRELIMINARY ENGINEERING PCA-N4,.;;;=77' I C2] z-x -PN� Es Li 22 -1 EHI El EPEE-] BENCHMARKS LEGEND ABBREVIATIONS O .......... 0 PARKWAY NORTH CENTER PRELIMINARY ENGINEERING PCA-N4,.;;;=77' I C2] z-x 1pli G `x,35 = AK O T a URBAN MIGN -Y rtc_ i ---F PIaNNING i i , .,,: ' � � ' �_.i � ter•:. -�: �-°� .- -� (� ..'v _ .• t..�.►.:.�C• • •r>.: f9MM.g9gr 9flir�Qwl a� IL FUTURE ! LOT.. Parkway North Q Center LEPEND #7A .•\ nr•). !� .�., 1>• b ! I l FUTURE LOT 6 • J ,} FUTURE — — a eMa?Ee :1 I bQ:; CarrAmerica- FVTu 07 A FUTURE LOT 5 ....,. ......ems..._....__.....— ......_ Existing Tree i# Locations • - — ..,e.. . -_ . 3 C r• COMPASS L' J� 44 O VJ k.. �- mi D' IE E W 0 1 UL D R 0 A D O C;� 4n, SEVEWS N „,el ---STOFtMWATER. ij!j MANAGEMENT FACLrrY !y" L3 Configuntion. Ca SIX \X SEVER-A "A v; LC I C= Vc A 'A S. Stard L9 �fn, Pe P1.411.8 !It. See Sheet L8 for Perimeter Berm PI.Minit Plan MictsectionSjunders. Road . . . . . .... Si Raw of Berm. See Pre Berming/Gr.ding Plan 77 ij. Parkway North Center D e a r f i e I d J 'Mal c- w TV M F-- ---------------- (D --- 16 —P A-3; ILI E M 0 C See Sheet L7 for Perimeter al —n—,a B-. Pan fing Plan. ct I A K Q'T A VA St. Foundation cc Parking La;dvape Plan URBAN MIGN 4" PIANNING C-- J. ;6 u" 11 a,=, P'N I u ®'',� 7� tl ij. Parkway North Center D e a r f i e I d J 'Mal c- w TV M F-- ---------------- (D --- 16 —P A-3; ILI E M 0 C See Sheet L7 for Perimeter al —n—,a B-. Pan fing Plan. ct See Shed L6 for: 8.11ding St. Foundation cc Parking La;dvape Plan M G CaPpAmerica Preliminary Overall Site Landscape plan 7 L3 pop Call lipb or) - -- - - - - - - - TemposrT V, Pond Edg. Landscape U.M.—I Preliminary Enlarged Pond Edge Landscape nestment tR1� 3 -),J. .1) Cl 0 L4' i� Q OG M,--- POND PARKWAY BOULEVARD. )NB -1 MREWY NORfN 0MLE"RD IA60TA URBAN DESIGN WSW[ 4R(HIi[(10Ri PIA NH IN6RITT ATIOM Parkway North Center Dee rrie Id CarrAmerica. I Preliminary 4 A.. Landscape Seetbna SA M".S "D m- "N" ANDM*NIM., wr (( t2 "6q \ O L5 �4 June 20, 1.99-/ 'Ca rl-AmpiAca I Three Parkway NjkL!l L)ec.rficld, 11. 6'!U15 '.)Far my C', ' M a I I - F y : ' , , fit'' "� � _ . '• " P ,,EENTiz!E ,;, pe-, YC-11T. rr-qutjW`. .b;-� t� Ole ir-fni-mation regarding tll! (.Aj)A(*it-Y far QV%QrLcc Ctild Care: We are' at the de-sign Capa-clLy listcd lease fcal free, to C. I -,.Ct abovi� Tf YOU !.'ZkV-- any t*.j,.;,;,4-L.vw;, p (re a,,. 945 'I'-9b0- Tnark, You. uom i f 4105-648 0 �b 0 . • •1 1' I �- Five Parkway Notch Deerfield, IL 60015 June 23, 1997 (847) 405.0011 Mr. Gerald). O'Malley CarrAmeriut Three Parkway North Dterficld, TL 60015 Dear Mr. O'Mallcy: Per your mqucst here is the infotmadon reguding the design capacity for Parkway Athletic Club: Employees- 10 Members: 70 We are currently operating at the design capacity listod above. If you have any questions, please feet free to contact me at 405 -0011. Thank you. Sincerely, Darrell Cherry 410 i(AS -13 r *PARKING CALCULATI6NS BUILDING 6 BUILDING 7A BUILDING 7B BUILDING 8 USE Daycare Health Club 84,037 x 3.3 / 1000 = 277.7 plus 92,439 x .7 / 1000 = 64.7 or a total of 343 spaces 95,329 x 3.3 /1000 = 314.5 plus 105,000 x .7 / 1000 = 73.5 or a total of 388 spaces 136,185 x 3.3 / 1000 = 449.4 plus 150,000 x .7 / 1000 = 105 or a total of 555 spaces 108,948 x 3.3 / 1000 = 359.5 plus 120,000 x .7 / 1000 = 84 or a total of 444 spaces PARKWAY NORTH OFFICE CENTER CLUBHOUSE PARKING ANALYSIS ORDINANCE REQUIRED ACTUAL PARKING DATA SHEET PARKING USAGE PARKING 1 / employee plus-I 35 employees 2 50 spaces 1 / 10 students 150 students PARKWAY NORTH OFFICE CENTER 10 employees 4 27 spaces capacity 70 members OFFICE PARKING ANALYSIS TOTAL SPACES BUILDING GROSS BLDG. GROSS LEASABLE REQUIRED SURFACE COVERED TOTAL AREA AREA PARKING* PARKING PARKING PARKING (GBA) (GLA) PROVIDED PROVIDED PROVIDED BLDG.6 92,439 84,037 343 326 18 344 BLDG. 7A 105,000 95,329 388 382 19 401 BLDG. 713 150,000 136,185 555 527 28 555 BLDG.8 120,000 108,948 444 434 23 457 *PARKING CALCULATI6NS BUILDING 6 BUILDING 7A BUILDING 7B BUILDING 8 USE Daycare Health Club 84,037 x 3.3 / 1000 = 277.7 plus 92,439 x .7 / 1000 = 64.7 or a total of 343 spaces 95,329 x 3.3 /1000 = 314.5 plus 105,000 x .7 / 1000 = 73.5 or a total of 388 spaces 136,185 x 3.3 / 1000 = 449.4 plus 150,000 x .7 / 1000 = 105 or a total of 555 spaces 108,948 x 3.3 / 1000 = 359.5 plus 120,000 x .7 / 1000 = 84 or a total of 444 spaces PARKWAY NORTH OFFICE CENTER CLUBHOUSE PARKING ANALYSIS ORDINANCE REQUIRED ACTUAL ACTUAL REQUIRED PARKING USAGE PARKING 1 / employee plus-I 35 employees 2 50 spaces 1 / 10 students 150 students 1 / 3 patrons design3 10 employees 4 27 spaces capacity 70 members TOTAL SPACES 77 Spaces PARKING PROVIDED 91 Spaces5 1 Per 8.02E(5)(a)(1) of the Deerfield Zoning Ordinance. 2 Per 8.02E(6)(b)and (e) of the Deerfield Zoning Ordinance. 3 Per June 20,1997 letter from Greentree 4 Per June 23, 1997 letter from Parkway Athletic Club 5 Note that Clubhouse spaces are 9' x 19' per Parkway North Annexation Agreement requirement. Revised July 25, 1997 i 105648 v z � M ETRO TRANSPORTATION GROUP, INC TO: Mr. Thomas D. Barry CARR Development and Construction, Inc. METRO TRANSPORTATION GROUP, INC. 1300GREENBROOK BOULEVARD HANOVER PARK, ILLINOIS 60103.5482 TELEPHONE 630 213 -1000 FAX 630 213 -3227 TRANSPORTATION PLANNING, ENGINEERING AND DESIGN FROM: Robert N. DuBoe, AICP— Senior Transportation Consultant David.B. Miler, P.E.— President DATE: June 25, 1997 SUBJECT: Traffic Impact Report Update Parkway North Master Plan Deerfield, Illinois Metro Transportation Group, Inc. (Metro) was retained to conduct a traffic impact analysis for the remaining development potential, as shown in the Parkway North illustrative master plan prepared by the Lakota Group, Inc (A copy is atttached in the Appendix of this report). The Parkway North office development is located at the southeast corner of the Deerfield Road /Saunders Road intersection in the Village of Deerfield, Illinois. The proposed Master Plan would incorporate six new office buildings totaling approximately 758,000 square feet. Access to the site is currently provided by Parkway North Boulevard's signalized intersection with Saunders Road and its unsignalized intersection with Deerfield Road. The following report will includes an analysis of existing traffic operations, estimates of site generated traffic, analysis of traffic conditions with site traffic, and a review of site access. In addition, a comparison of the traffic generating intensity of buildout of the proposed Master Plan to that associated with the approved Master Plan. EXISTING CONDITIONS This section of the report provides a description of the existing roadway system, traffic volumes and area land uses. 410 648 [(o g ra POIJ Parkway North Traffic Report Update June 22, 1997 Page 2 Area Land Use The site location is shown in Figure 1. Land uses adjacent to the site include residential. homes west and north of the site. Immediately south of the site is. the Baxter Corporation complex and the Tri -State Tollway borders the site to the east. Located at the southeast intersection of Deerfield Road and Saunders Road is a gas station and a bank. Area Roadway System The area roadway system impacted by the site includes Deerfield Road, Lake -Cook Road, and Saunders Road. Deerfield Road and Lake -Cook Road provide access to the area's regional roadway facilities via interchanges to 1 -94 and 1 -294. The existing roadway configuration and intersection controls are shown in Figure 2. Each of the roadways in the vicinity of the site are described below in more detail. Saunders Road is a four lane, north /south, arterial street.with a posted speed limit of 40 miles per hour south of Deerfield Road and 35 miles per hour north of Deerfield Road. Traffic signals are provided along. Saunders Road at its intersections with Lake -Cook Road, Baxter Parkway, Parkway North Boulevard and Deerfield Road. At the intersection with Lake -Cook Road, the south approach provides a separate left turn lane, two through lanes and a right turn lane. The north approach at Lake -Cook Road provides separate left and right turn lanes and two through lanes. At the intersection with Parkway North Boulevard, the south approach provides a separate right turn lane and two through lanes. The north approach at Parkway North Boulevard provides a separate left turn lane and two through lanes. At the intersection with Deerfield Road, both the north and south approaches provide a separate left turn lane, a through lane and a combined through and right turn lane. Saunders Road is under the jurisdiction of the Lake County Division of Transportation (LCDOT). Deerfield Road, is a four lane, east/west arterial street east of Saunders Road and a two lane street west of Saunders Road. The posted speed limit is 40 mph. Traffic signals are provided along Deerfield Road at its intersection with Saunders Road, and at each of the Tollway Ramps. At its intersection with Saunders Road, both approaches of Deerfield Road have separate left and right turn lanes and two through lanes. At the intersection with Parkway North Boulevard, the west approach provides a separate right turn lane and two through lanes. The east approach at Parkway North Boulevard provides a separate left turn lane and two through lanes. At the Deerfield Road intersection with the Tri -State Tollway for the southbound entrance ramp, Deerfield Road has two lanes in each direction and provides no turning lanes for vehicles entering the Tollway. Deerfield Road is under the jurisdiction of LCDOT. 4105648 ell 9 ID [� SITE LOCATION 41O5cr� FIGURE: 1 1`� 36 I I SB ON �- 40 r DEE IELD RD. 40 \ I46 I I fl I 26 SITE PARKWAY NORTH BLVD. w 0 :D LEGEND Q U) _j 46 _)_j Liy J 11 LAKE -COOK RD. y N %C:7y NOT TO SCALE JW v _T) rr- EXISTING ROADWAY SYSTEM FIGURE: 2 --- Trovel Lone Turning Lone 46 N Stop Sign I e Troffic Signol 11 11 46 Speed Limit O/ �0 _j 46 _)_j Liy J 11 LAKE -COOK RD. y N %C:7y NOT TO SCALE JW v _T) rr- EXISTING ROADWAY SYSTEM FIGURE: 2 raj Parkway North Traffic Report Update June 22, 1997 Page 5 Parkway. North Boulevard is a four lane street divided by a landscaped median. Parkway North Boulevard is stop -sign controlled at its intersection with Deerfield Road and provides separate left and right turn lanes. At Parkway North Boulevard's signalized intersection with Saunders Road, the east approach provides a separate left turn lane and a combined left and right turn lane. The posted speed limit on Parkway North Boulevard is 25 miles per hour. Lake -Cook Road is a four lane east/west arterial roadway with a posted speed limit of 45 mph. Traffic signals are provided along Lake -Cook Road at its intersection with Saunders Road and both of the Tollway Ramps. At its intersection with Saunders Road, both the east and west approach provides a separate left turn lane, a through lane and a combined through and right turn lane. Lake -Cook Road east of Saunders Road widens to a six lane roadway. At the Tri -State interchange, the west approach provides a separate right turn lane with three through lanes and the east approach provides three through lanes and dual left turn lanes for vehicles entering southbound onto the Tollway. Lake -Cook Road is under the jurisdiction of the Cook County Highway Department. Lake -Cook Road has been designated as A Strategic Regional Arterial (SRA) from Rand Road (US 12) to Skokie Highway (US 41), in recognition of this corridor's importance in serving regional traffic. The SRA designation means that Lake -Cook Road is subject to a stricter set of design standards. Planned Roadway Improvements Currently, the Cook County Highway Department is developing Phase II plans for Lake -Cook Road from Portwine Road to the 1 -294 Tollway. The planned modifications to Lake -Cook Road at Saunders Road includes the widening of Lake - Cook Road to provide three through lanes, two left turn lanes, and separate right turn lanes on the east and west approaches. Dual left turn lanes and separate right turn lanes would be added to the north and south approaches of Saunders Road. Funding for this project has not yet been committed. Existing Traffic In order to gain a better understanding of the existing traffic patterns in the area of the subject site, manual counts were conducted at several intersections in the area on Tuesday, April 16 and Wednesday, April 17, 1996 from 6:30 a.m. to 9:00 a.m. and from 4:00 p.m. to 6:30 p.m. The counts were taken in April of 1996 in connection to Carr,America's decision to purchase the site. Since there have been no major traffic generating developments in the area since that time, the counts are still reflective of existing traffic patterns. Barbara Haupt of the Village confirmed that use of the April 1996 counts was appropriate. The intersections manually counted are listed as follows: 410SG48 k� Parkway North Traffic Report Update June 22, 1997 Page 6 • Lake -Cook Road /1 -294 Northbound Ramp • Lake -Cook Road /1 -294 Southbound Ramps • Lake -Cook Road /Saunders Road • Saunders Road /Parkway North Boulevard • Saunders Road /Deerfield Road • Deerfield Road /Parkway North Boulevard . • Deerfield Road /1 -94 Southbound Ramp • Deerfield Road /1 -94 Northbound Ramp These time periods were chosen since they coincide with the anticipated peak period of activity and these locations represent the critical intersections in the site vicinity. Metro also performed 48 hour mechanical tube counts during the same two day period. The mechanical traffic counts were performed on Lake -Cook Road just east of Saunders Road;, on Saunders Road south of Parkway North Boulevard, on Parkway North Boulevard south of Deerfield Road and on Deerfield Road east of Saunders Road. The traffic counts indicate that the peak hour during the A.M. period was from 7:30 a.m. to 8:30 a.m. and the P.M. peak hour -was from 5:00 p.m. to 6:00 p.m. The peak hour traffic volumes during these periods are illustrated in Figure 3. Analysis of Existing Conditions Capacity analyses were conducted of the existing operation at each of the intersections listed above. The intersections were analyzed for the AM and PM peak hours. The analysis determined the current peak hour operating Level of Service (LOS) using the Highway Capacity Manual (HCM) methodology for signalized and unsignalized intersections. The LOS is reported as a letter designation of "A" to "F" ( "A" being the best and "F" being the worst). The minimum LOS accepted for design by the Illinois Department of Transportation (IDOT) and the Lake County Division of Transportation (LCDOT) is LOS "D ". The results of the analysis of existing intersection operation is summarized in Table 1. As can be seen from Table 1, the analysis indicates that each of the intersections analyzed currently operates at LOS "D" or better during both peak hours, except for three locations. The intersection of Lake -Cook Road /Saunders Road currently operates at LOS "F" during both peak hours. The Cook County Highway Department is currently in the Phase II stage of planning and design for the improvement of Lake - Cook Road through this intersection, as described above. The intersection of Saunders Road /Deerfield Road currently operates at LOS "F" during the morning peak hour. Metro is unaware of any plans to improve this intersection. The analysis reveals that the southbound left turns and southbound through volumes are much higher than the corresponding northbound volumes. -j Q) 48 � EXISTING TRAFFIC FIGURE: 3 0 ltmrai] 0 Parkway North Traffic Report Up to June 22, 19 Page 8 Thus, an overlap phase should added between the two typical phases (north and south left turns, and then north and south through moves). The overlap phase would add a third phase allowing the southbound left turns and southbound through moves, while stopping al northbound traffic. Further analysis indicates that implementing :a southbound overlap phase on Saunders Road would improve the AM LOS to "D ". The intersection of Deerfield Road /Parkway North Boulevard currently operates at LOS "F" during both peak hours. This is typical at high volume T- intersections where the minor approach is stop sign controlled. The level of service at this intersection will not improve until the intersection is signalized. To determine if a traffic signal is warranted at the intersection of Deerfield Road and Parkway .North Boulevard, a signal warrant analysis was performed based upon peak hour traffic volumes. Table 1. Analysis of Intersection Operation F-xlsuny 1141116 Current Unsignalzed :. . Configu:ration... A M Peak!Hour.LOS P'M. Peak Hour LOS., Deerfield Road at Parkway North Blvd.: Lake -Cook Road at 1 -294 Northbound "C" °B" Ramps: Lake -Cook Road at 1 -294 Southbound "C" "B" Ramps: Lake -Cook Road at "F" "F" Saunders Road Saunders Road at Parkway North Blvd. "A" "B" Saunders Road at "F" "D" Deerfield Road Saunders Road at Deerfield Road "D" "C" (with South Bound overlap phase) Deerfield Road at 1 -94 Southbound Ramps "B" "B" Deerfield Road at 1 -94 Northbound Ramps "C" "C" Deerfield Road at Parkway North Blvs. "B" "C" (if signalized) 4105 - 148 ' Sp Parkway North Traffic Report Upda !j June 22, 1997 Page 9 Signal Warrant Analvses of Deerfield Road /Parkway North Intersection A signal warrant analysis was performed at 'the intersection of Deerfield Road and Parkway North Boulevard based on the warrants described in the Manual on Uniform Traffic Control Devices. The peak hour volumes were analyzed to determine if Signal Warrant #11 - Peak Hour Volume Warrant was satisfied. This warrant is based on 1) the total of the northbound traffic ' volumes on Parkway North Boulevard and 2) the total of both the eastbound or westbound traffic on Deerfield Road. Based on review of the existing traffic volumes, it was determined that the P.M. peak hour volumes at this intersection meet the volume requirements of Warrant #11. The peak hour warrant is met regardless of the future. development of the proposed site. The implementation of a traffic signal at this location would increase the capacity. of this intersection and would provide a gap in. through traffic flows for left turning vehicles both now and in the future. The overall LOS at this intersection with the installation of a traffic signal and the existing geometry was found to be LOS "B" during the A.M. peak period and LOS "C" during the P.M. peak period considering the existing traffic volumes. SITE TRAFFIC CHARACTERISTICS This section of the review presents information regarding the traffic volumes specifically associated with the proposed development. The information includes the estimated site traffic volumes, directional distribution and an assignment of peak hour traffic volumes. Proposed Site Characteristics Buildout of the remaining six office buildings proposed in the Parkway North Master Plan will provide 758,000 square feet of new space. All of the new buildings will take access via Parkway North Boulevard and its existing intersections with Deerfield Road and Saunders Road, as well as a proposed additional access to Saunders Road. Site Generated Traffic In order to estimate the number of vehicle trips that the proposed development will generate, Metro utilized information provided by the ITE Trip Generation Manual, Stn Edition, which is a national compilation of traffic surveys for various types of land uses. The estimated additional peak hour traffic that could be generated by buildout of the Parkway North Master Plan during the morning and evening peak hours is shown in Table 2. 410 S AS u 0 Parkway North Traffic Report Up ate June 22, 1997 Page Table 2 Projected Trip Generation Remaining Office Development Within Parkway North Directional Trip Distribution The directional distribution of site.traffic is dependent on several factors, including the surrounding land uses, roadway conditions, levels of congestion, the location of site access, and the type and size of land use, being proposed. A key factor in determining the distribution of traffic during the peak hours for an office development is the current commuting patterns. Since the existing counts at Saunders Road/ Parkway North Boulevard and at Deerfield Road /Parkway North Boulevard reflect the current distribution of the traffic generated by the portion of Parkway North that has already ,been constructed, they are a good indication of the potential distribution for the remaining Parkway North development. The estimated directional distribution of the traffic generated by the proposed buildout of Parkway North is shown in Table 3 and Figure 4. Table 3 Estimated Trip Distribution of Parkway North Traffic Route or Onentabon Portion of Project Traffic South on 1 -94 & 1 -294 (via Deerfield Road) 15% East on Deerfield Road 5% North on Saunders Road 10% West on Deerfield Road 10% West on Lake -Cook Road 20% South on Saunders Road 5% South on 1 -294 (via Lake- Cook Road) 15% North on 1 -94 (via Lake -Cook Road) 5% East on Lake -Cook Road 15% Total 100% 41056' 8 13�a� k4 10% 20% H 15% DEERFIELD RD. I I I I e �1 I Py I SITE ; Q �CN LEGEND Q U) Lij NOTE: Southbound 1-294 exit ramp at Lake -Cook Rd 0 serves Inbound site traffic. Since there is z not a matching northbound entrance ramp an Qadditional 5% of outbound traffic was assumed N to travel north on Saunders Rd �4( C. h1° LAKE -COOK RD. ti n� 5% E—> 1h (A_� NOT TO SCALE 15% H 00 DIRECTIONAL DISTRIBUTION FIGURE: 4 4105648 Parkway North T "S —� Report Updat }ewe 22, 1997_ Page 12 Traffic Assignment Site. generated traffic, shown in Table 2, was assigned to the roadway system according to the distribution shown in Table 3 and Figure 4. The site traffic assignment, or estimates of project generated traffic expected to use each of the area. roadways,.is illustrated in Figure 5. To develop'a basis for analyzing the site's traffic impact on the surrounding street system, a projection of future traffic volumes was developed incorporating the traffic generated by buildout of Parkway North. The projected future traffic volumes were estimated by combining the site generated traffic with the existing traffic volumes and are illustrated in Figure 6. ANALYSIS OF EXISTING CONDITIONS WITH SITE TRAFFIC Each of the intersections analyzed for existing conditions were reevaluated for the projected conditions with existing traffic plus buildout of the Parkway. North Master Plan using the same methodology described for existing conditions. The results of the analysis of existing plus site traffic conditions are summarized in Table 4. Table 4 Analysis of Intersection Operation Existing Conditions with Buildout of Parkway North Signalized Intersection AM Peak Hotar L0$ PM Peak.Ho:ur LOS;`.....: <;; Lake -Cook Road at 1 -294 "C" "B" Northbound Ramp: Lake -Cook Road at 1 -294 C. "B" Southbound Ramps: Lake -Cook Road at "D" "D" Saunders Road: (a) Saunders Road at Parkway "A" "B" North Boulevard: (b) Saunders Road at Deerfield "D" "C" Road: (c) Deerfield Road at Parkway "B" "B" North Boulevard: (d) Deerfield Road at 1 -94 "B" Southbound Ramp: Deerfield Road at 1 -94 "C" "B" Northbound Ramp: (a) Assumes completion of Cook County improvement (b) Assumes widening of Parkway North approaching intersection to provide dual lefts and a right turn lane. (c) Assumes southbound overlap phase during the AM peak hour (d) Assumes signalization of this intersection, but no widening. 4105648 I SB -ON N 4_ 5 (20) 3 I L �— 5 (50) 165 (30) —40(10) DEERFIELD RD. —165(30) (15) 80 -� '1 f'(100) 15 (40) 5 (10) 55 - (40) 5 —� by (5)25 ua tCJ � o o I ' O 10 (70) co 60 (415) Q� SITE 'r P Q o I� c, � N ci NOT TO SCALE 0 N LEGEND W XX Weekday A.M. Peak Hour C3 (7:30- 8:30AM) a (XX) - Weekday P.M. Peak Hour (5:00.6:OOPM) /----245 0 00 Ln Iv J 4— 285 (55) � 125 (25) LAKE -COOK RD. (175) 25 (175) 25 (20) 165 -! (105) 15 ti o s+� Oy O�Q I m mp� SITE TRAFFIC ASSIGNMENT FIGURE: 5 o� 0 o u� o to c+ N f._ mr L- 155 (465) i— 365 (200)) -- 380 (50) 190(130) 190 (130) DEERFIELD RD. ( ) 1785 1115 � (15) 5 I (1145) 1585 —► (520) 400 (730) 1080 —� 1 r (25) 145 —i I (1180) 1530 -� (180)375 —� Ln Ln M tOT� °O r r r vv to to f-- SB -ON O Ln O lA �— 55 (185) 145 (595) j �Tr �°� ca o � � r O to OQ i� SITE N i 1220 (1420) \ (935) 125 \yy \ y � j N NOT TO SCALE in cc cNc LEGEND w Z XX Weekday A.M. Peak Hour 'a (7:30- 8:30AM) (XX) - Weekday P.M. Peak Hour (5:00- 6:OOPM) O �0 mmC It �% \ h �— 725 (315) J L ,h` �— 1485 (1915) 275 (220)) 415 (550) f 1210 (2115) (155) 340 LAKE -COOK RD. (995) 1675 —► (1040) 2150 -� (790) 1470 (565) 400 —� �O (240) 330 y Ch N y to CD 0 v v v PROJECTED FUTURE TRAFFIC lun)INCLUDING BUILDOUT OF PARKWAY NORTH FIGURE: 6 a 41105648 J{� [EEO] Parkway North Traffic Report LXpd June 22, \� Page ate 197 The capacity analyses reveals that with the addition of traffic generated by the buildout of Parkway North, several intersections will need improvements to allow operation at LOS "D" or better during both peak hours. The improvements are discussed in the following paragraphs. Lake -Cook Road /Saunders Road Intersection The Lake -Cook Road /Saunders Road intersection currently operates at LOS "F" during both peak hours. As mentioned previously, the Cook County Highway Department is planning the widening of Lake -Cook Road to provide three through lanes in each direction from Portwine Road east through the 1 -294 interchange. This project will include the provision of dual left and separate right turn lanes on all four approaches to the intersection. It should be noted that funding has not yet been committed for this improvement. If this improvement is not completed, this intersection would operate at LOS "F" during both peak hours with or without site generated traffic. Saunders Road /Parkway North Boulevard Intersection The existing Saunders Road /Parkway North Boulevard intersection will require widening of Parkway North Boulevard westbound to provide three lanes approaching the intersection. The lanes should be striped to provide dual left turn lanes and a separate right turn lane. It should be noted that the plans submitted do not yet reflect this improvement to the Parkway North Boulevard /Saunders Road intersection. It is Metro's understanding that final plans will incorporate improvement of this intersection. Saunders Road /Deerfield Road Intersection The existing signal timing and phasing at the Saunders Road /Deerfield Road intersection will require adjustment to incorporate a southbound overlap phase during the AM peak hour, as described previously. Deerfield Road /Parkway North Boulevard The intersection of Deerfield Road /Parkway North Boulevard will require signalization. As mentiuoned during the discussion of existing conditions, this signal is already warranted based upon peak hour traffic volumes. With further development of Parkway North, the traffic will increase, which will increase the need for this signal. LONG RANGE IMPACT OF PROPOSED PARKWAY NORTH MASTER PLAN As mentioned previously, the proposed Parkway North Master Plan incorporates the potential to develop six new office buildings containing approximately 758,000 square feet of space. The current adopted Parkway North Master Plan currently allows for the potential additional development of 886,305 square feet of space (as calculated in the attachment included in the Appendix). Thus, the proposed Master Plan represents a reduction in floor space of over 128,000 square feet, or 14.5 ( %) .410548 13, limral) Parkway North Traffic Report U date June 22, 1 Page 16 percent. The reduction in floor space would be expected to have a corresponding reduction in traffic generating intensity. For this reason, Metro has determined the proposed Parkway North Master Plan will generate less traffic when completely builtout than the current development approvals would allow. It should be noted that the long range traffic forecasts for roadways in the vicinity of Parkway North could change significantly in the future. Further development in the area, other than Parkway North, could increase background traffic. In addition, the Illinois State Toll Highway Authority (ISHTA) has been considering improvement of the Deerfield Toll Plaza and interchanges at Lake -Cook Road and Deerfield Road. Changes or improvements to the Tollway interchanges could significantly change travel patterns in the area. However, the Tollway has not determined the nature or timing of any potential improvements. For this reason it would be difficult to project future traffic volumes that would incorporate Tollway improvement. SITE ACCESS PROVISIONS The proposed site access provisions for the Parkway North Master Plan have not changes from previous plans, and the current approved Master Plan. Three access points are included, the existing intersection of Deerfield Road and Parkway North Boulevard, the existing intersection of Saunders Road and Parkway North Boulevard, and a second intersection along Saunders Road (not yet constructed) that would be located between Parkway North Boulevard and Deerfield Road. Metro has reviewed the proposed access provisions, and has concluded that the proposed access configuration will be adequate to serve the needs of the Parkway North Master Plan. Proposed New Saunders Road Access to Parkway North Previous plans for the Parkway North Site have identified an additional Saunders Road access that would be located north of the existing intersection of Saunders Road /Parkway North Boulevard. A new access intersection is proposed for the site along Saunders Road between Parkway North Boulevard and Deerfield Road. The access would be an unsignalized full access intersection. The capacity analysis of each of the existing Parkway North access intersections indicates that both will operate at LOS "D" or better during both peak hours without the third access location (assuming signalization at Deefeld Road and widening to three lanes outbound at Saunders Road). However, the third access location would provide additional access opportunity and convenience for Parkway North traffic. When the third access point is provided, the operating LOS at each of the two existing drives would be improved. Although the design of the proposed new access intersection has not been completed at this time. Metro has been asked to review the plans once completed, to ensure 4105648 E __7 EFffMDM Parkway North Traffic Report Upda`tg June 22, 1997 Page 17 proper lane geometrics, turning radius, and spacing with the neighboring intersections along Saunders Road. CONCLUSION Based on the analysis- conducted by Metro, the traffic generated by the additional Parkway North development can be accommodated by the , surrounding roadway system, assuming implementation of all of the improvements described in this report. k:\msword \1996\pkway;doc -4105648 or b oe4 x$1050^48 ,' MAYER, BROWN & PLATT 6 -19 -1997 16:59 PAGE 3/7 MBP- Chicago INSERT Re: GLA I� The last concept plan approved by Deerfield (the "Existing Concept Plan") was dated . August 8, 1990 and revised August 6, 1992 and was approved in the Third Amcndment to Annexation Agreement dated October 5, 1995. The Existing Concept Plan provided for 1,427,187 square feet of Gross Lcaseable Area of office space. The Existing Concept Plan also included the daycare/healthclub facility at the old Thorngate Clubhouse having approximately 25,000 square feet. The Existing Concept Plan was approved before annexation of the Hendrix Subdivision (Woodview Lane Area). This area was annexed by the Fourth Amendment to Annexation Agreement dated September 7, 1993. In that document 74,305 square feet of Gross Leaseable Area was added to the permitted Gross Leaseable Area at Parkway North. Consequently, today approximately 1,526,492 (1,427,187plus 25,000 plus 74,305) square feet of Gross Leaseable Area have been approved on a Concept Plan basis for Parkway North. (This is within the maximum allowable Gross Leaseable Area of 1,585,583 square feet set forth in the Fourth Amendment to Annexation Agreement.) . The 1,526,492 square feet of Existing Concept Plan Gross Leaseable Area is distributed as follows: BUILT UNBUILT Phase I 227,097 Phase IV 217,000 Marriott 171,090 Phase V & VI 595,000 Phase III 217,000 Hendrix Sub. 74,305 Clubhouse 25,000 TOTAL 640,187 TOTAL 886,305 9260113.1 6 t 997 16100 9630/739 4105-043 Lf113�Ca',1 METRO TRANSPORTATION GROUP, INC July 17, 1997 Mr. Thomas D. Barry Carr America Realty Corporation 1700 Pennsylvania Ave, NW Washington DC 20006 RE: Review of Parkway North Geometry and Paving Plans Deerfield, Illinois Dear Thomas: METRO TRANSPORTATION GROUP, INC. 1300 GREENBROOK BOULEVARD HANOVER PARK, ILLINOIS 60103.5482 TELEPHONE 630 213 -1000 FAX 630 213.3227 TRANSPORTATION PLA ENGINEERIN DESIGN As requested, Metro has reviewed the Parkway North Geometry and Paving prepared by SDI Consultants, Inc. (SDI). The review was conducted to address a question raised at the recent public hearing held at the Deerfield Plan Commission Meeting.. Specifically, is there enough distance along Saunders Road to accommodate the proposed new Saunders Road entrance between the existing signalized intersections at Deerfield Road and at Parkway North Boulevard. Based upon our review, the proposed new Saunders Road access drive for Parkway North is well situated to allow for proper spacing from the two existing signalized intersections. The new access drive is located over 800 feet north of the existing intersection at Parkway North Boulevard, and approximately 620 feet south of the Deerfield Road intersection. The 620 feet north and over 800 feet south provides more than adequate distance to allow for proper spacing of the intersections and provision of adequate left turn tapers and stacking along Saunders Road. In addition, since the proposed new access will not be signalized, the intersection will not impact the existing signals at Deerfield Road and at Parkway North Boulevard. I trust this letter proves helpful. If you need additional information or have any questions, please do not hesitate to call. Sincerely, Robert N. DuBoe, AICP Senior Transportation Consultant K:\NISWORD \l 997\PKWYN LTR. DOC 410�G48 h(o LE 0 METRO TRANSPORTATION GROUP, INC P y , a q.1 7 41 TO:. FROM: 3 M`EMORA(ND. �_ w` d Parkway North Development Group METRO TRANSPORTATION GROUP, INC. 1300 GREENBROOK BOULEVARD HANOVER PARK, ILLINOIS 60103.5482 TELEPHONE 630 213 -1000 FAX 630 213 -3227 TRANSPORTATION ANNING, ENGINEERING D DESIGN T Robert N. DuBoe, AICP -- Senior Transportation'Consultant Michael A. Hall -- Transportation Consultant DATE: July 24, 1997 SUBJECT: Sight Distance Requirements Parkway North Development Attached are drawings of the six intersections surrounding the Parkway North Development, illustrating the site distance triangles associated with each. The figure used to determine sight distance requirements based on speed limits by the American Association of State Highway and Transportation Officials ( AASHTO) A Policy on Geometric Design of Highways and Streets, 1990 is also attached. Two triangles were drawn at each intersection. The intersection sight distance triangle applies to vehicles stopped at the minor street and turning onto the major street. For the intersections on Saunders Road and Deerfield Road with 40 mph speed limits, the intersection sight distance required is 575 feet in either direction. For the intersections on Parkway North Boulevard with a 25 mph speed limit, the intersection sight distance required is 300 feet. The second triangle shown at each intersection is the stopping sight distance triangle. This applies to vehicles traveling on the major roadway at the posted speed limit and provides the distance required for them to safely reduce speed to avoid a collision with a vehicle that turned in front of them from the minor street. For the intersections on Saunders Road and Deerfield Road with 40 mph speed limits, the stopping sight distance is 325 feet. For the intersections on Parkway North Boulevard with a 25 mph speed limit, the stopping sight distance required is 150 feet. In the case of intersection sight distance, the height of the eye of the driver of the vehicle on the minor street is approximated by AASHTO to be 3.5 feet. The height of the approaching vehicle, or object, is approximated to be 4.25 feet. Also, the location of the driver's eye should be assumed to be 17 feet behind the edge of pavement of the crossing street. For stopping sight distance, the height of the eye of the driver applies to the vehicle approaching the intersection on the major roadway, and the object height applies to the vehicle turning onto the major roadway from the minor street. To be conservative, all material within both sight triangles should be maintained at a height no greater than 2.5 feet above the height of the pavement at the intersection. 410LS 648 70 65 60 SS s so w 45 CL N �3 40 o. 35 30 25 20 0 F 51 NINON sf cuu vuu 5w euu 1000 • . 1200 1400 1600 SIGHT DISTANCE (FEET) A- SIGHT DISTANCE FOR P VEHICLE CROSSING 2 -LANE HIGHWAY FROM STOP. (SEE DIAGRAM) B -1- SIGHT DISTANCE FOR P 'VEHICLE TURNING LEFT INTO 2-LANE HIGHWAY ACCROSS P VEHICLE APPROACHING FROM LEFT. (SEE DIAGRAM) B-1-4Lane +median SIGHT DISTANCE FOR P VEHICLE TURNING LEFT INTO 4 -LANE HIGHWAY ACCROSS P. VEHICLE APPROACHING FROM LEFT. (SEE DIAGRAM) B -2b- SIGHT DISTANCE FOR P VEHICLE TO TURN LEFT INTO 2 -LANE HIGHWAY AND ATTAIN 85% OF DESIGN SPEED WITHOUT. BEING OVERTAKEN BY A VEHICLE APPROACHING FBDM THE RIGHT REDUCING SPEED FROM DESIGN SPEED TO 857 OF DESIGN SPEED. (SEE DIAGRAM) Cb- SIGHT DISTANCE FOR P VEHICLE TO TURN RIGHT INTO 2 -LANE HIGHWAY AND ATTAIN 85% OF DESIGN SPEED WITHOUT BEING OVERTAKEN BY A VEHICLE APPROACING FROM THE LEFT AND REDUCING FROM DESIGN'SPEED TO 85% OF DESIGN SPEED. Figure IX-40. Intersection sight distance at at -grade intersection (Case 1116 and Case IIIC). o A Q. N PARKWAY NORTH :-CENTER PRELIMINARY SITE PLAN �1ppeN o �. kl�f, APPENDIX C - Prel TYPICAL PARKING LOT SECTION �i -\-- -- 2� '4Z PARKWAY NORTH CENTER PRELIMINARY SITE PLAN --- T-7711 Site Plan V) 0 R-4 qt 1 R� V f I) '1 I: l 'k �I I i r 1 1 PARKWAY NORTH. CENTER PHASE 1 FINAL PLAN IMPROVEMENT ,AREA , ti ___._._ - - -- - -PNC IX 1111rrUI�irH EIGHT 1 / ♦L S \ I I I � 1 1 t ^SEVEN- �• t (l(I �i. t DEVELOPER CarrAmerica Realty Corp. 1700 Pennsylvania Avenue, NW Washington, DC 20006 (202)624 -7500 CIVIL ENGINEER SDI CofWHInq EngjnWS =000 York Leo, SurvWs 0.1 130157110337 FS CONSULTANTSLTD. r 11015)110.31 le APPENDIX E Items Constituting the Final Plan 1. `Building VI' Renderings prepared by Solomon Cordwell Buenz & Associates, Inc.: a. Front elevation b. Side-Elevation C. Typical Floor Plan Outline d. Building Elevation/Materials e. Loading Dock Area Perspective 2. Final Plat of Subdivision, Parkway North Resubdivision No. 2, prepared by Compass Ltd., 3 sheets, last rev. July 22, 1997. 3. Parking Data a. Daycare Center Statement of Design Capacity b. Health Club Statement of Design Capacity C. Parking Data Sheet, last rev. July 25, 1997 4. Final Site and Landscape Plan (Building 6) prepared by The Lakota Group, Inc., last rev. July 17, 1997. 5. Final Site & Landscape Plan (Clubhouse) prepared by The Lakota Group, Inc., last rev. July 21, 1997. 6. Final Landscape Plan Drawings prepared by The Lakota Group, Inc. a. L-6: Building Six Foundation and Parking Landscape Plan - 6/25/97, last rev. 8/13/97 b. L -7: Perimeter Berm Planting Plan (Saunders SW/Parkway North Blvd. SW) - 7/24/97, last rev. 8/13/97 C. L -8: Perimeter Berm Planting Plan Saunders Road - 7/17/97 d. L -9: Perimeter Berm Planting Plan Deerfield Road (and Saunders Rd. NW corner) - 7/ 17/97 e. L -10: Pond Edge Planting Plan - 7/17/97 f. L -11: Site Landscape Details - 7/24/97, last rev. 8/13/97 74 Final Engineering Plans prepared by SDI Consultants, Ltd. a. Title Sheet - 8/4/97 b. Sheet 1.1: General Notes, Legend and Abbreviations - 8/4/97 C. Sheet 2.1: Demolition Plan - 8/4/97 d. Sheet 3.1: Geometry and Paving Plan - Area 1 - 8/4/97 e. Sheet 3.2: Geometry and Paving Plan - Area 2 - 8/4/97 4100 48 APPENDIX E Page 2. - Items Constituting the Final Plan f. Sheet 4.1: Erosion Control Plan, Details and Typical Pond Cross Sections - 8/4/97 g. Sheet 5.1: Grading Plan - Area 1 - 8/4/97 h. Sheet 5.2: Grading Plan - Area 2 - 8/4/97 I. Sheet 6.1: Master Utility Plan - 8/4/97 j. Sheet 7.1: Utility Plan - Area 1 - 8/4/97 k. Sheet 7.2: Utility Plan - Area 2 - 8/4/97 1. Sheet 8.1: Sanitary Sewer Profiles - 8/4/97 M. Sheet 9.1: Construction Details - 8/4/97 n. Sheet 9.2: Construction Details - 8/4/97 8X Engineer's Opinion of Probable Construction Cost for Parkway North Center prepared by SDI Consultants, Ltd., dated July 9, 1997. 4 ci L4 L) . t I a. T &� jt--L- sg- - 4105048 i Y,a t�C L' � l ` &6 $CB Parkway North Center - Building VI South Elevation CarrAmerlca. Solomon Cordwell Buenz & Deerfield, Illinois ��Assoc. C •6' Solomon Cordwell Buenz & Assoc. Parkway North Center - Building VI East Elevation Deerfield, Illinois t�C d- 4) CarrAmerica. PREFINISHEDALUMINUM WINDOW FRAMES 1' TINTED REFLECTIVE INSULATING GLASS $CB Solomon Cordwell Buenz & ASSOC. Parkway North Center - Building VI South Elevation Deerfield, Illinois u, qce CarrAmerica. CAST IN PLACE COP RETAINING WALLS. RAMPDOWNTO BASEMENT GARAGE. C©w SCB Solomon Cordwell Buenz & ,,.r► Assoc. � t l- � C t Parkway North Center - Building VI Loading Dock Area Perspective Deerfield, Illinois P" Pfter, ica IT FINAL PLAT OF SUBDIVISION I� PARKWAY NORTH CENTER RESUBDIVISION NO. 2 A SUBDIVISION OF PART OF THE NORTHWEST OUARTER OF SECTION 31, TOWNSHIP 43 NORTH, RANGE 12 EAST OF THE THIRD PRINCIPAL MERIDIAN; TOGETHER WITH LOT 4, OUTLOT 8 AND PART OF OUTLOT A OF PARKWAY NORTH CENTER, RECORDED AS DOCUMENT NUMBER 2632409, ALL IN LAKE COUNTY, ILLINOIS. uolq drj� O U$ --Z� Corr AmerICd o.rn Cr�rw o�wou�.yo., no. 410111:564S 9 'V FINAL PLAT OF SUBDIVISION PARKWAY NORTH CENTER RESUBDIVISION NO. 2 A SUBDIVISION OF PART OF THE NORTHWEST OLARTER OF SECTION 31, TOWNSHIP 43 NORTH, RANGE 12 EAST OF THE THIRD PRINCIPAL MERIDIAN; TOGETHER WITH LOT 4, OUTLOT B AND PART OF OUTLOT A OF PARKWAY NORTH CENTER, RECORDED AS DOCUMENT NUMBER 2632409: ALL IN LAKE COUNTY, ILLINOIS. ,—M!�F.DEERF --ROAD-- ----------- --- OUTLOT A -T IT LOT 3 k P t,0 0 lip g eta 'L oil, /0 77 OUTLOT A till lb ila OUT OT A LOT 2 jig 9 lip U0 ............... LOT 1 < < < LINE DATA U 0 .......... 0 ................... ... ... ............... .......... ........... CURVE DATA OUTLOT. A ................ Id d ................... ...... ............. W4" OF TRANSPMATION -Tj 8w It p Paws.,' Nn H . . .... ..................... . .... ........ RESUBDIIIS'ON ".'. I - , qi- PER D.C. Nz.. 2; 4' 3i,2 Carr Americo FINAL PLAT OF SUBDIVISION PARKWAY NORTH CENTER RESUBDIVISION NO. 2 A SUBDIVISION OF PART OF THE NORTHWEST QUARTER OF SECTION 31, TOWNSHIP 43 NORTH, RANGE 12 EAST OF THE THIRD PRINCIPAL MERIDIAN: TOGETHER WITH LOT 4, OUTLOT B AND PART OF OUTLOT A OF PARKWAY NORTH CENTER, RECORDED AS DOCUMENT NUMBER 2632409, ALL IN LAKE COUNTY, ILLINOIS. Q-li n WTNXAR fQIROTS A AND BI NOTARY'S CERTSKATE o u4j n _ : >n0 wNwiitis ova ny._$_sw bt�w v cy I. c..r:w �Yrl OW rFAIIMATE E101 A ANS M11"IATS1 .•[ A b WT vi. [rwN[. wwry [gquq . ruww t� M'..e i(�� ®�Pr9wwirvv¢i +0 �n K %t�•wvD i. w91__ NOTARY'S CEA RFA �I TRS MAT WgtTm fog R :M ` Gooier b �S9.9yT 3 oao COVNIY Q[IIX'S CERTIFICATE t in.lr.e RHL.rT.� MULE ENCwEarS C .ICAtE [MULE BOAN['SS CERTNTCAK �GL Oi >•yyRr_rv___ o �nr M NLAT1 ;�SSNM CER1RKArt Mua muECtal SuRM1pK CCADEIUIF V111=1 4p- v . taw • : ♦run vwv I�,vryl� \ "� %. tu..t wwn�punt•wtu vwRr � Tu.'�♦1: i♦ n c 0� U� Carr America Rc.w..•or nen.. a..unnn.mRry w. 2 4105-048 w \ I A ;j�GP\EENTmE I June 20, 1.99i T. f3e rd ". r-1 .�a 1- rAmp 1,1 c a Three Parkway N,)L Lh DeCrEicl-3, H- 6 '.1415 r .,)Par fir C,' M l l Fy lip.rP t; the infni-mation regarding th,.- deli. fir. Ctild Care. Tea: her, :s Sr.ud*!.nts : 150 We are cur•e,-,Lly opt-rOtirig at the design Capacity lif;tcd *1 eas , 1 f r e r, to c 0 A c e .Jbnv.-�. Tf yckl jutvc any p� e If c L aL. 94S 'V*'960. Taank ycaj. (,I-i f el. I)edllt:r 1401 4105-648 MR, . Fm •i k A-V� r?c L-:, - � 3 Five Parkway Notch Deerfield, IL 60015 June 23, 1997, (847) 405.0011 Mr. Gerald ). O'Malley CarrAmcrica Three Parkway North Deerfield, IL 60015 Dear Mr. O'M&Ucy: Per your roqucst here is the information regarding the design capacity for Parkway Athletic Club: Employeoe- 10 Members: 70 We are currently operating at the design capacity hatod above. If you hAve any questions, please feet free to contact me at 405 - 0011. Thank you. �Sincorety, Darrell Cherry 4105 -648 PARKING DATA SHEET PARKWAY NORTH OFFICE CENTER OFFICE PARKING ANALYSIS BUILDING GROSS BLDG. GROSS LEASABLE REQUIRED -PARKING CALCULATIbNS BUILDING 6 BUILDING 7A BUILDING 7B BUILDING 8 3r63 SURFACE COVERED TOTAL PARKING AREA AREA PARKING* PROVIDED (GBA) (GLA) 18 BLDG.6 92,439 84,037 343 BLDG. 7A 105,000 95,329 388 BLDG. 7B 150,000 136,185 555 BLDG.8 120,000 108,948 444 -PARKING CALCULATIbNS BUILDING 6 BUILDING 7A BUILDING 7B BUILDING 8 3r63 SURFACE COVERED TOTAL PARKING PARKING PARKING PROVIDED PROVIDED PROVIDED 326 18 344 382 19 401 527 28 / 555 434 23 457 84,037 x 3.3 / 1000 = 277.7 plus 92,439 x.7 / 1000 = 64.7 or a total of 343 spaces 95,329 x 3.3 / 1000 = 314.5 plus 105,000 x.7 / 1000 = 73.5 or a total of 388 spaces 136,185 x 3.3 / 1000 = 449.4 plus 150,000 x.7 / 1000 = 105 or a total of 555 spaces 108,948 x 3.3 / 1000 = 359.5 plus 120,000 x.7 / 1000 = 84 or a total of 444 spaces PARKWAY NORTH OFFICE CENTER CLUBHOUSE PARKING ANALYSIS USE ORDINANCE REQUIRED ACTUAL ACTUAL REQUIRED PARKING USAGE PARKING Daycare 1 /employee plus 1 35 employees 2 50 spaces i / 10 students 150 students Health Club 1 / 3 patrons design 3 10 employees 4 27 spaces capacity 70 members TOTAL SPACES 77 Spaces PARKING PROVIDED 91 Spaces5 1 Per 8.02E(5xa)(1) of the Deerfield Zoning Ordinance. 2 Per 8.02E(6)(b)and (e) of the Deerfield Zoning Ordinance. 3 Per June 20,1997 letter from Greentree 4 Per June 23, 1997 letter from Parkway Athletic Club 5 Note that Clubhouse spaces are 9' x 19' per Parkway North Annexation Agreement requirement. Revised July 25, 1997 i 41056 -48 PLAT INFORMATION SHEET DOCUMENT NUMBER RECORDING DATE NUMBER OF PLAT PAGES 4105648 SECTION / TOWNSHIP / RANGE PLAT OF SUBDIVISION SUBDIVISION NAME CABINET # SLEEVE # Yes No IF THE PLAT RECORDED WAS LARGER THAN 11 X 17, THE ATTACHED COPY HAS BEEN REDUCED FROM A SCANNED IMAGE. PLAT IMAGES ARE ALSO AVAILABLE ON MICROFILM. To request more information call: (847) 360 -6673 43 1- O drn' W OWNKRS CERTIFICATE :. SPATE OF ILLINOIS ) ) s5 AKD COOK ) THIS 15 TO CERTIFY THAT CARRAM MCA REALTY CORPORATION 15 THE OWNER Of THE PROPERTY DESCRIBED ABOVE AND CAUSED THE SITE LAYOUT PLAN TO BE PREPARED AS SHOWN BERZON. FOR THE USES AND ND PURPOSES THEREIN SET FORTH. AS ALLOWED A PROYMED BY STATUTES AND THE SAID CORPORATION, AND DOES sEREBY ACKNOWLEDGE AND ADOPT THE SAME UNDER THE TITLE AFORESAID. DATED AT T it/I�W�I,S TH089PAY OF 1J Vv BY: V Iyf `mis! ATTEST:. TIP72: �iiu W.•r/ST ' MTIA: y1G4- STATE OF ILLINOIS ) SS AND COOK COOK ) L 4 ` 'a i L LF. iN` ✓G 4. t A NOTARY ►°BL)C W TB[ SAID COUNTY AND STATE AFORESAID, DO HEREBY CERTIFY THAT (�%:.rA T V.r. P.a:d..vr CITTLP AND , d7& c.a—t MTLZ) OF CARRAMERICA REALTY CORPORATION, , KNOWN TO ME 7'O at THE SAM[ PERSONS WHO ARE SUBSCRIBED TO TH[ FOREGOING CERTIFICATE OF OWNERSHIP. APPEARED BEFORE Mt THIS DAY IN PERSON AND ACKNOWLEDGED THE [7TECUTION OF THIS INSTRUMENT M THEIB CAPACITY FOR 7ffi USES AND PURPOSES THEREIN SET FORTH AS THE FREE AND VOLUNTARY ACT AND DEED OF SAID CORPORATION. GIVEN UNDER MY HAND AND NOTARIAL SEAL THIS?ADAY OF 19� SEI -- NOTARY PUBLIC Y.,yary R,A+.AtS,jy��({{Nanq Elwc IIGI9e. STATE OF ILLINOIS ) COUNTY OF LAKE ) SS AND COOK ) APPROVED BY THE PLAN COMMISSION OF THE VILLAGE OF DEERFIELD. IAILE AND CQOI( COUNTQS• OM AT A MEETING HELD THIS A DAY OF Awj A.D. • 11 . (� L BY: ` ATI.: U.r Z CHAIRMAN T STATE OF ILLINOIS ) COUNTY OP IAKE- ) SS AND COOK ) 9/ ! APPROVED AND ACCEPTED BY TIM VILLAGE OF DEERFIELD. LAKE AND COOK COUNTIES, ILLINOIS , AT A KKVMG HELD THIS (bT■DAY OF 1 .j BY: - /']Lwyl 'Q—, [DA^..O ! ATTPT: z VILLAGE PRESIDENT LAGECLERK 1 N A pp75� S 9 a F F 7 i { Qc jYF 7 ep9! C I Q I SITE DATA 7I7TAL STTE ARRA- RUHDDNG SITE N 171971 LL tUHDINC (5.93 An FL BONDING FOOTPRMT 11,118 LF. GROSS BUILDING AREA (GRA) f; 4" SJ. CR= LEASI••u AREA (GW {e, 877 LF. RVR�LNG?�IGT.T s4• -r RLOUDM PARKMV- NJ CARS (GLA • X31 100 a GRA ..7 / IBBF) . PARKD(G FROVIDED SURFACE PARKING yN CAR9 (4 HANDICAPPED INCLUDED) FIL CABS COVERED PARXIING 18 CARS TY1.C��. P�?r[nNG STATE. DIILNSION4 r -4- WIDE X U• -6- LONG (24• DRIVE AISLLO PARKWAY NOTES: 11 ALL O1IENSIOr1S AM TO BACK OF CURB. LANQ PLANNER Lakota Group 223 West Erie Street, Suite 3NE Chicago, Illinois 80810 (312) 854-5440 QRYRLQP6R CarrAmerica Realty Corp. 1700 Pennsylvania Avenue, NW Washington, DC 20008 (202)824 -7500 7 !�OYY�j RNrINERR SDI Consultants, Ltd. 2000 York Road, Suite 130 Oak Brook, Illinois 80521 (830) 571 -0353 50 0 50 100 ..% Y'•50' SCALE FEET L11- 1 Fq. " 11 p..• n ,! "I ■ r,np E7p/rors 2000 fork B9.0 SDI •s Oak Brook. I*L!,.I re.E NALAE: HLOBDBOJI DRAWN HY: C'v PARKWAY NORTH CENTER LOT 2or THE PARKWAY NORTH CENTER RESURDIVISION NUMBER TWO FINAL SITE PLAN - BUILDING SIX 1 �, 1 ]O�sIq 051 CONSULTANTSLTD. Fu e201s7 3 I0156 DATE: 07-11-97 CIECKED BY:P1M DEERFIELD ILLINOIS L11- 1 Fq. " 11 p..• n ,! "I O W PLAN COMMISSIONS CERTFICATE 'STATE OF fLJ INOIS ) COUNTY OF LAKE ) SS AND COOK ) iAPPROVED BY THE PLAN COMMISSION OF THE VILLAGE OF DEERFELD. LAKE AND COOK COUNIES, ILLINOIS, AT A MEETING HELD THU ,ZIP DAY OF A.D. , ­w. ,BY: // ATTEST:- �� `.ih /`�r�`u✓ CHAIRMAN VIIAGI bARD'3 CERTIFICATE 'STATE OF H.LiNots ) COUNTY OP LAKE ) SS AND COOK ) !APPROVED AND ACCEPTED BY THE VILLAGE OF BEERTRLD, LAKE AND :COOK COUNTIES. ILLINOIS, AT A MEETING BRIO THIS *=DAY OF 'Q(�L •ST' . A.D.. 19_U. ILLINOIS. 'BY: VILLAGE PRESIDENT LVILLAGE CLERE STATE OF IA HOES ) ) SS AND COOK ) THIS IS TO CERTIFY THAT CARRAMERK A REALTY CORPORATION IS THE OWNER OF THE PROPERTY DESCRIBED ABOVE AND CAUSED THE SITE LAYOUT PLAN TO BE PREPARED AS SHOWN HEREON, FOR THE USES AND PURPOSES THEREIN SET FORTH, AS ALLOWED AND PROVIDED BY STATUTES AND THE SAID CORPORATION, AND DOES HEREBY ACKNOWLEDGE A" ADOPT THE SAME UNDER THE TITLE AFORESAID. DATED AT �'.11 , JZ-Q. THIS 2L.DAY OF k=A BY: ^ .. DI) ATTEST. NOTARY'S CERTIFICATE STATE OF ILLINOIS ) ) SS ANDGOOKAar� a •d ) 1, L r .,.A k0 ✓N t1_i A NOTARY PUBLIC IN THE SAID COUNTY AND STATE AFORESAID, DO HEREBY CERTIFY THAT4,v, 0 T %r.7Lnr..vr, •rmr (3ln r (TIT7.E) AND 'CALL', F­< htr.+ -t ui iri.. ✓s (TILE) OF CARRAMER2CA REALTY CORPORATION. ARE PERSONALLY KNOWN TO ME TO BE THE SAME PERSONS WHO ARE SUBSCRIBED TO THE FOREGOING CERTIFICATE OF OWNERSHIP, APPEARED BEFORE ME THIS DAY IN PERSON AND ACKNOWLEDGED THE EXECUTION OF THIS INSTRUMENT IN THEIR CAPACITY FOR THE USES AND PURPOSES THEREIN SET FORTH AS THE FREE AND VOLUNTARY ACT AND DEED OF SAID CORPORATION. GIVEN UNDER MY HAND AND NOTARIAL SEAL THIS 17 DAY OF lu — c r . t9y7. NOTARY PUBLIC + • - - i I i O 4. LLJ 3 (n i' !t y 1. zy^B 4 - I � 1 _•� .af. 25'R F PARKWAY NO RTH rY _ SITE DATA TOTAL SITE A= 4­SUILMG, SITE « BUILDING « 19. Tat c 12 LI Aq BUILDING FOOTPRINT M, m B.F. GROSS BUILDING AREA (GSA) 22, 910 S.F. GROSS LEASEABLX AREA (GIA) - SIJIIDINC HEIGHT NA H. 290 BY. faNer aRar�6d REQUIRED PARKING (7S ALLOWEBI 77 ARE (S. r,.Ylrf.lws.) . PARKING PROVIDED 91 CARS ' SURFACE PARKING (2 HANDICAPPED INCLUDED)' TYIISAL.IARKDIG S7ALL DIIENSIONS 9'.E-WIDE E 19'- P-LONG (25'NUYEAOM PARKWAY NORTH OFFWK CZNTLR CLUBHOUSE PARKING ANALYH.S QL OUIRED mm" PARKING OLUM Ai'IIIN, Day— 1 I c.0b2. Flex 2S a 1, 1, 99lPie 1 710 N.Oma.,vD IL ar0eaa Head Cho 113►.,9a9&KAgo' 19..66,, n.Poem c"_kR 70.N.I.a TOTAL SPACES 77 Sp— PARKING PROVIDED 91 S►act.N Pe,1.02E(5NaN 1) of the D.e f eId Zoom& Ordeam. ' Pt, gene 20.1997 kW from Grommet ' Ptr 9 .02E(6)(D) and (c) N th Docr6eld Zoning Ord- ' Per June 21, 19971nrer from Pa"j, Adkm Clre ' Now that Clmhwae 1peces are 9'x 19' Pa PWk W Monk Amwlio9 Apeemmol repniem LAND PLANNBR DEYELOPPR f� Lakota Group CarrAmerica Realty Corp. SDI Consultants, NOTES; 223 West Erie Street, Suite 3NE 1700 Pennsylvania Avenue, NW 2000 York Road, Suite 130 50 0 50 100 ,r LLC DIrENSI0N5 aM TO BACK OF CURB. Chicago, Illinois 60610 Washington, DC 20006 Oak Brook, Illinois 80521 V-501 (312) 654 -5440 (202) 624-7500 (630) 571 -0353 SCALE FEET cofwm,q EDDlnws 2000 for, A.-I A VROJ.NO.:96031 ENG.BY: DR PARKWAY NORTH CENTER DRAWING NO. SDI w^�a 0. Brook .1LSOS21 FEE NAME:DAY96031 DRAWN BY: CW FINAL SITE PLAN - DAYCARE CENTER 1 630157110353 LOT .10F -THE R2RESWY NCINTH. CENTER RERJMVL40M NUMBER TWO CONSULTANTS LTD. Fu 600157110126 DATE: 07 -21 -97 CHECKED 8y:—I DEERR)ELD ILLINOIS 1%031\f0<'.d/n1ma W11 N3^ A,; M. 1937 11.10 43 4 7 ,Pk ........... rj F� . . . . . . . . . . . pit aim I A 10 LA URBAN Nsia . .......... Pa = North Center Deerfield =—Z.— CarrAmerica Building Six foundation & Parkhq Lancloc"o Plan L6 O i 04, 1 URBAN DISIO - PLANNING 10AA011i1 R &11101 .. ..... .. parkway : NOM Center Deerfielc • oo L gm CappAmerid pwwnetw ftm Mwdkq Plan 7 7 'L7 CIII .;A cr, KI OHM L? T"Or Tq to arm am OHM Le .1 A up IT URBAN DESIGN PIANNING OKAURITY WHIONS Pa North . = Nor Deerfield qPP°' � n�° -6�c. Le".0d %SEVEWA 105,000 A GBA , F/F-681.5 4 Stones CappAmepic,, (p, I P. h ler Berm T Mard" Plan Saunders ROW L8 qPP°' � n�° -6�c. r■ ■ n s r�i�� 1�� °: "iTB#•'_: 'A91 /rte ®�� 8 , —_ — 690 :O -- ! t URBAN DESIGN UIDSGII IRMITI 10RS PIAN N N61 SUIMNS IEURM Parkway North Center Deerfield _ •w is II 1 `� / //' / __� __.—__ -- —_ legend fl EIGHT CarrAmerica 691 a 12/0 000 L u F /F- 682.00 q STORIES» +K W I� �° _• t 1 1 �! ^• "�,• perimeter Berm 6 7�N Menitrq Men ,SEVEN -B 'I� � _ 150.000 6h• O L9 6B GBA — � ;u ; F/F-682.00 `i Siu ON MW TER NlW�_67 -. Oeelduoue RtEMI n� eM.sM� 1M7 Eo�* , -- * I. —7� 07 8 hall 1811 LI PI • 10 T A PIANNING ... ...... ... Parkway Nortt Center 0 a * rf I �, I &&A J . �:` 1' INN CarrAmeric _ `EMI Sft L•ndoc•p v•twu .. .......... 0 Lill O L11 Lof "I QC v CLUBSOM F�ssnuc •MALVM3 93 2—r L i "I v w :n Q: T A- 0 p KWAY NORTH W..tL,k,ll G1*1i;i. CarrAmerica Realty Corp. Jr SDIYConsultants. U& 223 St"'. it. ME 1700 P—o-yit—mig. A-- 2000 —k R (1. Suit. 130 o W..h Loo, C 20006 60521 Chic' . iiii'*' 60610 ng -75GO Oak Brook, . Illinois (11`2) 854-5440 (20 624 (830) 5711li-035.3 PARKWAY NORTH CENTER SDI FINAL SITE PLAN DAYCARE CENTER j-, to PoP V1 �J ,.raa— ja »n I I .lW1iL li. s:a•c'M1U.w rrme.w w.a..o.u.cY�iv 1 I mimes an lwa.�r. w m4 nr•cm' ra m m4 .naua4wcaaa.nw. � I ^vr r',oC`:ti.�rv.uc"'VrtiG. "'orvR'ruavu,- O�Z11�II aooe .wea r w I .oe. muc[eveeean®ten � I ... Q: �. coxr as o.anaY�:.` mY°LC'wa :.,ir,.teJi�•w., atV I Ni I I I i SITE DATA N1° aeloq N^.Yrt Orr Y. Om NSrp �.IWr AoY. me lYWae IQ4 Awr Y. raw.urr.w..rrr� . .'e.oY'M'�r.ev.cww °'a rce . r -rrw a r.rw,�°°ram.o.D i PARKWAY . ...e .. °eee °erm.n ttlGitlti� Lekole Grout/ Ce,,Amerlcs Raspy Corp. SDI Cooeulteele. Ltd • 223 West brie Streel. Sull° 3N6 1700 Penne�l�anle Avenue. Nlf 2000 Tork Roe4 Sulle 130 �0 °O °0 Chlcel{o Illinole 90910 •eeElnBtoo, DC 20009 Oek Brook• Illl°ole 80521 r -yo 131if1 654 -5440 [2027 624 -7500 (9301 571 -0353 aw.eo w.. rw PARKWAY NORTH CENTER SDI A^°°' :w`,:. "' �[^� w- �,a .......b...^e.w.wwewa.. -e FINAL SITE PLAN - BUILDING SIX ^r fAN°ULT1Mr9 LTir. . ....... n, ra DEE[19D W7D00 APPENDIX G Tollway Conveyances Part 1: Prior Tollway Conveyance THAT PART OF OUTLOT A IN PARKWAY NORTH CENTER, BEING A SUBDIVISION AND A RESUBDIVISION OF PART OF THE NORTH HALF OF SECTION 31, TOWNSHIP 43 NORTH, RANGE 12 EAST OF THE THIRD PRINCIPLE MERIDIAN, ACCORDING TO THE PLAT THEREOF RECORDED ON AUGUST 23, 1985 AS DOCUMENT 2378213, AND VACATED ON NOVEMBER 17, 1987 BY DOCUMENT 2632408 AND RERECORDED ON NOVEMBER 17, 1987 AS DOCUMENT 2632409, IN LAKE COUNTY, ILLINOIS, DESCRIBED AS FOLLOWS: BEGINNING AT THE SOUTHEAST CORNER OF SAID OUTLOT A; THENCE NORTH 89 DEGREES 47 MINUTES 04 SECONDS WEST ALONG THE SOUTH LINE OF SAID OUTLOT A, BEING ALSO THE NORTHERLY RIGHT OF WAY LINE OF THE NORTHERN ILLINOIS TOLL HIGHWAY, 142.79 FEET; THENCE NORTH 12 DEGREES 36 MINUTES 15 SECONDS EAST 235.39 FEET; THENCE NORTH 23 DEGREES 09 MINUTES 48 SECONDS EAST 206.16 FEET; THENCE NORTH 14 DEGREES 35 MINUTES 53 SECONDS EAST 283.76 FEET TO THE EAST LINE OF SAID OUTLOT A, BEING ALSO THE WESTERLY RIGHT OF WAY LINE OF SAID NORTHERN ILLINOIS TOLL HIGHWAY; THENCE SOUTH 00 DEGREES 19 MINUTES 56 SECONDS WEST ALONG SAID EASTERLY LOT LINE AND WESTERLY RIGHT OF WAY LINE 195.28; THENCE SOUTH 08 DEGREES 25 MINUTES 25 SECONDS WEST ALONG SAID EASTERLY LOT LINE AND WESTERLY RIGHT OF WAY LINE 404.21 FEET, THENCE SOUTH 00 DEGREES 28 MINUTES 56 SECONDS WEST ALONG SAID EASTERLY LOT LINE AND WESTERLY RIGHT OF WAY LINE 99.25 FEET TO THE POINT OF BEGINNING; SAID PARCEL CONTAINING 53,654 SQUARE FEET (1.2317 ACRES) MORE OR LESS. 9251677.5 96304738 4105-043 APPENDIX G Tollway Conveyances Part 2: Additional Tollway Conveyance 9251677.5 96304738 _ 2 4105648 DATE: JULY 1, 1996 OWNER: PARKWAY NORTH OWNER'S ASSOCIATION, A NOT FOR PROFIT CORPORATION OF ILLINOIS PARCEL T -11 A -45.1 FEE TAKING THAT PART OF OUTLOT A IN PARKWAY NORTH CENTER, A SUBDIVISION OF PART OF SECTION 31, TOWNSHIP 43 NORTH, RANGE 12 EAST OF THE THIRD PRINCIPAL MERIDIAN, LAKE COUNTY, ILLINOIS, RECORDED NOVEMBER 17, 1987 AS DOCUMENT NUMBER 2632409, DESCRIBED AS FOLLOWS: BEGINNING AT THE MOST NORTHEAST CORNER OF SAID OUTLOT A, BEING ALSO THE SOUTHEAST CORNER OF LOT 2 IN DOEFIELD ACRES, RECORDED JULY 23, 1957 AS DOCUMENT NUMBER 958590; THENCE SOUTH 00 DEGREES 19 MINUTES 56 SECONDS WEST ON A BEARING BASED ON THE ILLINOIS STATE PLANE COORDINATE SYSTEM NAD 83 EAST ZONE, ALONG THE EAST LINE OF SAID OUTLOT A, BEING ALSO THE WEST RIGHT OF WAY LINE OF THE TRI -STATE TOLLWAY, 641.91 FEET TO THE MOST NORTHERLY CORNER OF PARCEL T-1 1A-43.4, CONVEYED BY DOCUMENT NUMBER 3603799, RECORDED OCTOBER 17, 1994; THENCE SOUTH 14 DEGREES 35 MINUTES 53 SECONDS WEST ALONG THE WESTERLY LINE OF SAID PARCEL T -11A- - 43.4, A DISTANCE OF 283.76 FEET; THENCE CONTINUING ALONG SAID WESTERLY PARCEL LINE, SOUTH 23 DEGREES 09 MINUTES 48 SECONDS WEST, 206.16 FEET; THENCE CONTINUING ALONG SAID WESTERLY PARCEL LINE SOUTH 12 DEGREES 36 MINUTES 15 SECONDS WEST, 189.32 FEET; THENCE NORTH 04 DEGREES 46 MINUTES 59 SECONDS EAST, 68.09 FEET TO A NORTH LINE OF SAID OUTLOT A; THENCE NORTH 89 DEGREES 54 MINUTES 38 SECONDS EAST ALONG SAID NORTH LINE, 6.31 FEET TO A WEST LINE OF SAID OUTLOT A; THENCE NORTH 00 DEGREES 05 MINUTES 22 SECONDS WEST ALONG SAID WEST LINE, 50.00 FEET TO 'A SOUTH LINE OF SAID OUTLOT A; THENCE SOUTH 89 DEGREES 54 MINUTES 38 SECONDS WEST, ALONG SAID SOUTH LINE, 2.04 FEET; THENCE NORTH 04 DEGREES 46 MINUTES 59 SECONDS EAST, 142.52 FEET; THENCE NORTH 12 DEGREES 58 MINUTES 56 SECONDS EAST, 502.20 FEET; THENCE NORTH 06 DEGREES 27 MINUTES 44 SECONDS EAST, 467.68 FEET TO A POINT 10.00 FEET WEST OF, AS MEASURED AT RIGHT ANGLES TO, SAID EAST LOT LINE AND SAID WEST RIGHT OF WAY LINE; THENCE NORTH 00 DEGREES 19 MINUTES 56 SECONDS EAST PARALLEL WITH SAID LOT AND WEST RIGHT OF WAY LINE, 76.86 FEET TO A NORTH LINE OF SAID OUTLOT A, BEING'ALSO THE SOUTH LINE OF SAID LOT 2 IN DOEFIELD ACRES; THENCE SOUTH 89 DEGREES 56 MINUTES 05 SECONDS EAST ALONG SAID LINE, 10.00 FEET TO THE POINT OF BEGINNING; SAID PARCEL CONTAINING 58,200 SQUARE FEET, MORE OR LESS (1.336 ACRES, MORE OR LESS). (0 5AU9lgljAm eric,'%n_Trusi-T11A -45.I jee 4105043 (4 z DATE: JULY 1, 1996 OWNER: Carr Parkway Plorth - I Corporation, a Delaware Corporation PARCEL T -11 A -45.2 FEE TAKING THAT PART OF LOT 1 IN PARKWAY NORTH CENTER SUBDIVISION OF PART OF SECTION 31, TOWNSHIP 43 NORTH, RANGE 12 EAST OF THE THIRD PRINCIPAL MERIDIAN, LAKE COUNTY, ILLINOIS, RECORDED NOVEMBER 17, 1987 AS DOCUMENT NUMBER 2632409 DESCRIBED AS FOLLOWS: COMMENCING AT A SOUTHEAST CORNER OF SAID LOT 1, BEING ALSO THE NORTHEAST CORNER OF OUTLOT C IN SAID PARKWAY NORTH CENTER SUBDIVISION; THENCE NORTH 00 DEGREES 31 MINUTES 28 SECONDS EAST ON A BEARING BASED ON THE ILLINOIS STATE PLANE COORDINATE SYSTEM NAD 83 EAST ZONE, ALONG THE EAST LINE OF LOT 1, BEING ALSO THE WEST RIGHT OF WAY LINE OF THE TRI -STATE TOLLWAY, 149.59 FEET TO A NORTH LINE OF SAID LOT 1; THENCE NORTH 89 DEGREES 47 MINUTES 04 SECONDS WEST ALONG SAID LOT LINE, 25.79 FEET TO AN EAST LINE OF SAID LOT 1; THENCE NORTH 00 DEGREES 05 MINUTES 22 SECONDS WEST ALONG SAID LOT LINE, 112.64 FEET TO A SOUTH LINE OF SAID LOT 1; THENCE NORTH 89 DEGREES 54 MINUTES 38 SECONDS EAST ALONG SAID LOT LINE, 41.69 FEET TO THE POINT OF BEGINNING; THENCE CONTINUING NORTH 89 DEGREES 54 MINUTES 38 SECONDS EAST ALONG SAID LOT LINE, 6.31 FEET TO AN EAST'LINE OF SAID LOT 1; THENCE NORTH 00 DEGREES 05 MINUTES 22 SECONDS WEST ALONG SAID LOT LINE, 50.00 FEET TO A NORTH LINE OF SAID LOT 1; THENCE SOUTH 89 DEGREES 54 MINUTES 38 SECONDS WEST ALONG SAID LOT LINE, 2.04 FEET; THENCE SOUTH 04 DEGREES 46 MINUTES 59 SECONDS WEST, 50.18 FEET TO THE POINT OF BEGINNING; SAID PARCEL CONTAINING 209 SQUARE FEET, MORE OR LESS. 1954r,C91g1jLLC_TIin e5_2Fce 4105-048 A�'c 3 s)- DATE: JULY 1, 1996 OWNER: PARKWAY NORTH OWNER'S ASSOCIATION, A NOT FOR PROFIT CORPORATION OF ILLINOIS PARCEL T -11 A -45.1 PE -A PERMANENT EASEMENT THAT PART OF OUTLOT A IN PARKWAY NORTH CENTER, A SUBDIVISION OF PART OF SECTION 31, TOWNSHIP 43 NORTH, RANGE 12 EAST OF THE THIRD PRINCIPAL MERIDIAN, LAKE COUNTY, ILLINOIS, RECORDED NOVEMBER 17, 1987 AS DOCUMENT NUMBER 2632409, DESCRIBED AS FOLLOWS: COMMENCING AT THE MOST EASTERLY NORTHEAST CORNER OF LOT 1 IN SAID PARKWAY NORTH, BEING ALSO THE INTERSECTION OF A SOUTH LINE AND A WEST LINE OF SAID OUTLOT A; THENCE SOUTH 89 DEGREES 54 MINUTES 38 SECONDS WEST ON A BEARING BASED ON THE ILLINOIS STATE PLANE COORDINATE SYSTEM NAD '83 EAST ZONE, ALONG SAID SOUTH LINE, 36.50 FEET, TO THE POINT OF BEGINNING; THENCE NORTH 44 DEGREES 54 MINUTES 38 SECONDS EAST, 53.27 FEET; THENCE NORTH 04 DEGREES 46 MINUTES 59 SECONDS EAST, 104.72 FEET; THENCE NORTH 12 DEGREES 58 MINUTES 56 SECONDS EAST, 357.93 FEET; THENCE NORTH 89 DEGREES 44 MINUTES 55 SECONDS WEST, 15.38 FEET; THENCE SOUTH 12 DEGREES 58 MINUTES 56 SECONDS WEST, 355.62 FEET; THENCE SOUTH 04 DEGREES 46 MINUTES 59 SECONDS WEST, 100.31 FEET; THENCE SOUTH 44 DEGREES 54 MINUTES 38 SECONDS WEST, 54.01 FEET; THENCE SOUTH 00 DEGREES 05 MINUTES 22 SECONDS EAST, 6.21 FEET TO SAID SOUTH LINE OF OUTLOT A; THENCE NORTH 89 DEGREES 54 MINUTES 38 SECONDS EAST ALONG SAID SOUTH LINE, 15.00 FEET TO THE POINT OF BEGINNING; SAID PARCEL CONTAINING 7,740 SQUARE FEET, MORE OR LESS (0.1.78 ACRES, MORE OR LESS). 195•+GM iggr.ir ,wny_45irE n 4105048 M 4(q�) DATE: JULY 1, 1996 OWNER: PARKWAY NORTH OWNER'S ASSOCIATION, A NOT FOR PROFIT CORPORATION OF ILLINOIS PARCEL T -11 A -45.1 PE -B PERMANENT EASEMENT THAT PART OF OUTLOT A IN PARKWAY NORTH CENTER, A SUBDIVISION OF PART OF SECTION 31, TOWNSHIP 43 NORTH, RANGE 12 EAST OF THE THIRD PRINCIPAL MERIDIAN, LAKE COUNTY, ILLINOIS, RECORDED NOVEMBER 17, 1987 AS A DOCUMENT NUMBER 2632409, DESCRIBED AS FOLLOWS: BEGINNING AT THE MOST SOUTHERLY NORTHWEST CORNER OF SAID OUTLOT A; THENCE SOUTH 00 DEGREES 05 MINUTES 22 SECONDS EAST ON A BEARING BASED ON THE ILLINOIS STATE PLANE COORDINATE SYSTEM NAD 83 EAST ZONE, ALONG A WEST LINE OF SAID OUTLOT A, 9.71 FEET; THENCE SOUTH 45 DEGREES 05 MINUTES 22 SECONDS EAST, 15.49 FEET; THENCE SOUTH 00 DEGREES 05 MINUTES 22 SECONDS EAST, 77.03 FEET TO THE NORTH LINE OF A 15.00 FOOT WATERMAIN EASEMENT PER SAID SUBDIVISION; THENCE SOUTH 89 DEGREES 47 MINUTES 04 SECONDS EAST ALONG SAID NORTH EASEMENT LINE, 15.00 FEET; THENCE NORTH 00 DEGREES 05 MINUTES 22 SECONDS WEST, 83.33 FEET; THENCE NORTH 45 DEGREES 05 MINUTES 22 SECONDS WEST, 20.44 FEET TO A NORTH LINE OF SAID OUTLOT A; THENCE SOUTH 89 DEGREES 54 MINUTES 38 SECONDS WEST ALONG SAID NORTH LINE, 11.50 FEET TO THE POINT OF BEGINNING; SAID PARCEL CONTAINING 1.528 SQUARE FEET, MORE OR LESS (0.035 ACRES, MORE OR LESS). 4105648 os�GnJ iggra,kway 45_lrE.{3 46s S) DATE: JULY 1, 1996 OWNER: Carr Parkway North I Corporation, a Delaware Corporation PARCEL T -11 A- 45.2PE PERMANENT EASEMENT THAT PART OF LOT 1 IN PARKWAY NORTH CENTER SUBDIVISION OF PART OF SECTION 31, TOWNSHIP 43 NORTH, RANGE 12 EAST OF THE THIRD PRINCIPAL MERIDIAN, LAKE COUNTY, ILLINOIS RECORDED NOVEMBER 17, 1987 AS DOCUMENT NUMBER 2632409 DESCRIBED AS FOLLOWS: COMMENCING AT A SOUTHEAST CORNER OF SAID LOT 1, BEING ALSO THE NORTHEAST CORNER OF OUTLOT C IN SAID PARKWAY NORTH CENTER SUBDIVISION; THENCE NORTH 00 DEGREES 31 MINUTES 28 SECONDS EAST ON A BEARING BASED ON THE ILLINOIS STATE PLANE COORDINATE SYSTEM NAD 83 EAST ZONE, ALONG THE EAST LINE OF LOT 1, BEING ALSO THE WEST RIGHT OF WAY LINE OF THE TRI -STATE TOLLWAY, 149.59 FEET TO A NORTH LINE OF SAID LOT 1; THENCE NORTH 89 DEGREES 47 MINUTES 04 SECONDS WEST ALONG SAID LOT LINE, 25.79 FEET TO AN EAST LINE OF SAID LOT 1; THENCE NORTH 00 DEGREES 05 MINUTES 22 SECONDS WEST ALONG SAID LOT LINE; 102.93 FEET TO THE POINT OF BEGINNING; THENCE NORTH 45 DEGREES 05 MINUTES 22 SECONDS WEST, 4.95 FEET; THENCE NORTH 00 DEGREES 05 MINUTES 22 WEST, 56.21 FEET TO A NORTH LINE OF LOT 1; THENCE NORTH 89 DEGREES 54 MINUTES 38 SECONDS EAST ALONG SAID LOT LINE, 15.00 FEET; THENCE SOUTH 00 DEGREES 05 MINUTES 22 SECONDS EAST, 50.00 FEET TO A SOUTH LINE OF SAID LOT 1; THENCE SOUTH 89 DEGREES 54 MINUTES 38 SECONDS WEST ALONG SAID LOT LINE, 11.50 FEET TO AN EAST LINE OF SAID LOT 1; THENCE SOUTH 00 DEGREES 05 MINUTES 22 SECONDS EAST ALONG SAID LOT LINE, 9.71 FEET TO THE POINT OF BEGINNING; SAID PARCEL CONTAINING 778 SQUARE FEET, MORE OR LESS, (0.018 ACRES, MORE OR LESS). 4.05048 (954GO9'S'ILLC_4 5_2rE APPENDIX H Copies of Selected Provisions of Existing Annexation Agreement Paragraph 5 of the Original Annexation Agreement 2. Paragraph 5 of the Second Amendment 3. Paragraph 3 of the Third Amendment 9251677.5 96304738 41®5-648 R g ( � 4o) ANNEXATION AGREEMENT THIS AGREEMENT (the "Agreement ") is made and entered into as of this 4th day of February, 1985, by and between the VILLAGE OF DEERFIELD, ILLINOIS, a municipal corporation (the "Village "), by and through its President and Board of Trustees (collectively, the "Corporate Authorities "); DEERFIELD - SAUNDERS JOINT VENTURE (the "Developer "), an Illinois general partnership, by Equity Associates Incorporated ( "Equity "), a Texas corporation and the managing general partner of the Developer; and AMERICAN NATIONAL BANK AND TRUST COMPANY OF CHICAGO, as Trustee (the "Trustee ") under those certain Trust Agreements dated May 9, 1984 and September 18, 1984 and known respectively as Trusts Nos. 60644 and 62258 (the "Trusts ") and RICHARD FRIGO ( "Frigo "; collectively, together with their respective successors and assigns, the Trustee and Frigo are referred to as the "Owner "; and collectively the Village, the Corporate Authorities, the Developer and the Owner are sometimes referred to as the "Parties "). WITNESSETH: WHEREAS, the Owner is collectively the owner of record of approximately 73.61 acres of real estate located at Deerfield Road and Saunders Road adjacent to the Tri -State Tollway in Lake County, Illinois, which real estate along with portions of adjoining roads totals 77.63 acres and is legally described on the Plat of Annexation which is attached hereto and made a part hereof as Exhibit A (the "Property "), of which real estate the Trustee is presently the owner of record of all portions except that Frigo is the 4 (-A &0 Water Agreement and the Boundary Agreement are not executed by February 5, 1985, then upon the written request of the Owner to the Village at any time after such date, this Agreement shall become null and void. Said Annexation Qrdinance will be recorded with the Lake County Recorder's Office along with the Plat of Annexation within 30 days after enactment of Annexation Ordinance. 4. Enactment of Zoning Amendment.- Immediately upon the passage of the Annexation Ordinance, the Corporate Authorities shall adopt an ordinance or ordinances which shall rezone the Property to the I -1 Office, Research and Restricted Industrial zoning district (the "I -1 District "). 5. Approval of Plans. The Village hereby approves the Concept Plan for the project described herein and also specifically approves the Preliminary Development Plan, as defined by Section 12.9 -3 of the Village Zoning Ordinance, submitted to it by the Developer in connection with the first phase of the development of the Property ( "Phase I ") and pursuant to the provisions of the Village Zoning Ordinance. The Village agrees to approve such further Preliminary Development Plan or Plans for later phases of the project, provided that they substantially conform to the Concept Plan and the provisions of Section 12.9 -3 of the Village Zoning Ordinance. In addition, the Village agrees to approve Final Development Plans, as defined by Section 12.9 -6 of the Village Zoning Ordinance, or phases thereof, provided such Final Development Plans substantially conform to previously approved Preliminary Development Plans. -6- 4105648 Ck2. The Concept Plan contemplates the construction and operation upon the Property of multiple office buildings (with professional office and accessory uses as set forth in the Village Zoning Ordinance), possibly a hotel of up to 350 rooms (with accessory uses as set forth in the Village Zoning Ordinance), possibly a health club (which is primarily for the convenience of tenants and the general public on a private membership basis), and accessory parking (consisting of both on -grade and structured parking areas). The Concept Plan contemplates a Gross Leaseable -7 Area of approximately 1,282,581 square feet, such square footage being subject to the provisions of Paragraph 6 below and such Gross Leaseable Area being defined for purposes of this Agreement as measured from the interior faces of interior walls, excluding any area utilized for elevator shafts and stairwells; floor spaces and shafts used for mechanical, telephone and electrical equipment; space devoted to off - street parking or loading facilities; entrance lobbies and atrium -type areas; public washrooms; mechanical penthouses; interior balconies and mezzanines; and enclosed porches. The Concept Plan also contemplates building setbacks of 300 feet along Saunders Road and 250 feet along Deerfield Road, such setbacks being measured from the centerline of Saunders Road and Deerfield Road respectively. The Concept Plan further contemplates building setbacks of 100 feet along the Tri -State Tollway as measured from the Property line and 50 feet along Hawthorne Lane as measured from the northerly line of the existing right of way. The surface parking setbacks are contemplated in the Concept Plan to be 100 feet along Saunders Road and -7- 4105645 E3 4cq �' /� Deerfield Road, as measured from the center line of the respective roads. The Concept Plan further contemplates the following variations from the terms of the Village Zoning Ordinance: a. The height of buildings proposed is seventy - five (75) feet, as measured from a fixed point which is located approximately 680 feet above sea level, excluding elevator equipment override not to exceed four feet and sky lighting not to exceed six feet. b. The number of parking spaces required for the office uses upon the Property shall be reduced to 3.3 spaces per 1000 square feet of Gross Leaseable Area (defined hereinabove), with the condition that (i) an additional .7 spaces per 1000 square feet of gross building area, measured from outside glass line to outside glass line excluding atrium areas above grade or first floor level and excluding the areas defined in Article 8, Section 8.2 -4,1,a through c of the Village Zoning Ordinance, will be provided, in the location indicated on the Concept Plan ( "Land Bank Area ") if required to meet future parking demands as reasonably determined by the Village, and (ii) until such time as said additional parking is constructed, said Land Bank Area shall remain landscaped as shown on the Concept Plan. c. The size of the parking stalls required upon the Property shall be reduced to a 1/2 feet in width by 18 feet in length and the maintenance of a curb and grass area (rather than pavement), as shown on the Concept Plan, for the purpose of allowing an overhang for parked automobiles, shall be permitted. -8- 10*5 4S ` d. Setbacks from Deerfield Road and Saunders Road will be measured from the center line of such roads. e. Parking shall be permitted on the Property within the setbacks along the northern, southern and , western frontages of the Property, except that at no time will parking be permitted within 100 feet of Saunders Road and Deerfield Road as measured from the center line of the respective roads. f. The landscape screening requirements for the parking areas shall be modified in general accordance with the Concept Plan, subject to Village approval of final landscaping plans for such areas. g. All requirements for roping the parking areas and providing wheel stops and interior curbing upon the Property shall be waived. The Preliminary Development Plan for Phase I also contem- plates a special use for an employee cafeteria /food service facility. Upon submission of a Final Development Plan for the entire Property or for portions thereof, which is substantially in conformance with the Preliminary Development Plan for Phase I approved hereby or in conformance with future Preliminary Development Plans, the Corporate Authorities shall adopt an ordinance or ordinances approving a Special Use for an I -1 Planned Unit Development (Industrial Planned Unit Development) upon the Property (the "I -1 /PUD Ordinance ") or portions thereof. Said I -1/PUD Ordinance shall permit and authorize the development of the Property, in accordance with approved Preliminary and Final Development Plans, shall grant those variations described -9- 41056�� 11 c� A �(*J /,? )- above in this Paragraph 5 and shall authorize any other action necessary to implement such Plans. In the event that the Concept Plan is .to be accomplished in separate phases and the Developer, pursuant to said phasing and prior to construction of each phase, submits to the Corporate Authorities Final Development Plans applicable to distinct and separable phases of, and substantially in conformance with, any Preliminary Development Plan, the Corporate Authorities shall adopt ordinances as described above which are applicable to each such Final Development Plan. Said ordinances shall permit, grant or otherwise authorize any and all uses, structures or variations described above in this Paragraph 5 as said uses, structures or variations may be applicable to each submitted Final Development Plan. Because of the size of the proposed development, the uncertainty of the development of surrounding areas and the inability to determine the effect of development of surrounding areas upon the Property, the Owner retains the right, in accordance with the Planned Unit Development provisions of the Village's Zoning Ordinance, to seek to amend its Concept, Preliminary and Final Development Plans in a manner reasonably consistent with any such future developments in such adjacent areas or other changes in such Plans. The Village will expeditiously process such request in accordance with its Planned Unit Development procedures. 6. Hawthorne Lane. Pursuant to the terms of an Intergovernmental Preannexation Agreement between the Village and the Illinois State Toll Highway Commission, the Village has agreed to repair and maintain Hawthorne Lane as a public road and as an access road to the Deerfield Road -10- 14 (rf � /-�)- FAU 03MA •. THIS SECOND AMENDMENT TO ANNEXATION AGREEMENT (the "Agreement ") is made and entered into as of this 3rd day of December, 1990, by and between the VILLAGE OF DEERFIELD, ILLINOIS, a municipal corporation (the "Village "), by and through Its President and Board of Trustees (collectively, the "Corporate Authorities ") ; DEERFI=- SAUNDERS JOINT VEF1`URE (the "Developer "), an Illinois general partnership, by LP Equity Associates Limited ( "Equity "), a Delaware limited partnership and the managing general partner o" the Developer; and AMERICAN NATIONAL BANK AND TRUST COMPANY OF CHICAGO, as Trustee (the "Trustee ") under those certain Trust Agreements dated September 18, 1964, October 4, 1965, March 6, 1966, and November 11, 1988 and known respectively as Trust Nos. 62258, 65708, 66526, 107008 -05 (the "Trusts "; collective ;y, together with their respective successors and assigns, the Trusts are referred to as the "Owner ") ; and collectively the Village, the Corporate Authorities, the Developer and the Owner are sometimes referred to as the "Parties "). WHEREAS, except with respect to the Marriott Property (defined in Paragraph 9 below), the Trusts are the successor owners to the "Owner" in the Original Annexation Agreement (defined below); and -WHEREAS, Trustee under Trust No. 62258 (the "Annexation Property Trust ") is the owner of record of approximately 10.63 acres of real estate located adjacent to and east of Saunders Road south of Deerfield Road, adjacent to the Tri -State Tollway in Lake County, Illinois, which real estate along -with the portion of Saunders Road adjoining said real estate totals 11.69 acres and is legally described on the Plat of Annexation which is attached hereto and made a part hereof as Afleendix A (the "Annexation Property ") ; and 4105648 - , 1+ N'8--0 shall adopt an ordinance or ordinances which shall rezone the Annexation Property to the 1 -1 Office, Research and Restricted Industrial zoning district ( "I -1 District ") . S. AeDroval of plans. The Village hereby approves the Concept Plan for the Undeveloped Property described herein, Developer agrees other parking lot improvements which are shown on the Concept Plan as being outside of the parking setback line shall be relocated within the parking setAa a patties agree that a arms an provisions of Paragraph S of the Original Annexation Agreement (including, without limitation, all agreements concerning treatment of Preliminary and Final Development Plans, uses, setbacks, variations from the Village Zoning Ordinance, adoption of an I -1jPUD Ordinance, phasing, and ar..endnents to the Concept, Prelitinary and Final Development Plans) shall apply une -ended to the. Concept Plan and Undeveloped Property de d- heroin exr,p_ as fol Day care facis nd private dining end cafeteria facilitie are authorized a err..itted us on the Undeveloped Property, and health club uses re authcri zed as a special uie on the Undeveloped Property. All such uses will be primarily for the convenience of tenants and their guests, but use of the day care facility need not be limited to tenants and their quests, and health club memberships may be available to the general public on a private membership basis. Developer acknowledges that if liquor is sold or served at any of the private dining or cafeteria facilities, then an appropriate liquor license must be obtained from the Village. The Village agrees to consider expeditiously any requests by Developer to increase the number of available liquor licenses so one is available for this purpose, and thereafter to consider expeditiously an application for such license. As required pursuant to the terms of the Original Annexation Agreement, all such uses shall be subject to Preliminary and Final Development Plan review, and Developer 410 s 6 48 g,qr"?) agrees 'to furnish a traffic impact study respecting day care facilities if such use is included in any Preliminary or Final Development Plan submission. The Developer confirms that the parking requirements of the original Annexation Agreement (including the requirements of 3.3 spaces per 1000 square feet of Gross Leaseable Area [defined herein as defined in Section 5 of -the Original Annexation Agreement] and landbanking of an additional .7 spaces per 1000 square feet of "gross building area" [used herein as described in Section 5 of the Original Annexation Agreement)) shall continue to apply to the Undeveloped Property, and that the Land Bank Area (defined herein as defined in Section 5 of the Original Annexation Agreement) will be shown on eny Preliminary or Final Development Plans that are subr..itted. In addition, it is agreed that as a result of the addition of the Annexation Property to the Property pursuant tc Paragraph 10 below, the Gross Leaseable Area of the Property shall increase by 185,217 square feet frog 1,326,061 square fee: (as pernitte_ ty Paragraph 6 of the Original Annexation Agreement) to 1,511,276 square feet. 6. i>':stino uses on Annexation Property. It is understood that there is presently located on the Annexation Property a clubhouse with dining facilities, a swimming pool, tennis courts, a golf driving range, and other related facilities (the "Existin; Uses ") which are being operated by the Thorngate Country Club for the benefit of its members and their guests pursuant to a lease with the Annexation Property Trust (the "Thorngate Lease "), which lease expires on July 1, 1991 subject to extension rights to January 2, 1992. The Village agrees that for the duration of the Thorngate Lease including the extension rights thereunder the Thorngate Country Club shall be permitted to continue to operate the Annexation Property for its Existing Uses. The Village agrees that until January 1, 1991 the Thorngate Country Club may continue to serve liquor on the club premises to its members and guests pursuant to a liquor license issued by Lake County. It 4105648 Hov i 1992 � THIRD A?D;mmm To ANNEXATION AcRSmeafuE PARTNERS -DMG THIS THIRD AMENDMENT TO ANNEXATION AGREEMENT (the •Agreement") is made and entered into as of this 5th day of October 1992, by and between the VILLAGE OF DEERFIELD, ILLINOIS, a municipal corporation (the "Village*), by and through its President and Hoard of Trustees (collectively, the 'Corporate Authorities•); DEERFIELD- SAUNDERS JOINT VENTURE (the •Developer•), an Illinois general partnership, by Diverse Real Estate Holdings Limited Partnership (formerly known as LP Equity Associates Limited), a Delaware limited partnership and the managing general partner of the Developer; and AMERICAN NATIONAL BANK AND TRUST COMPANY OF CHICAGO, as Trustee (the *Trustees) under those certain Trust Agreements dated September 18, 1984, October 4, 1985, March 6, 1986, and November 11, 1988 and known respectively as Trust Nos. 62258, 65708, 66526, 107008 -05 (the "Trusts "; collectively, together with their respective successors and assigns, the Trusts are referred to as the "Owner'); and collectively the Village, the Corporate Authorities, the Developer and the Owner are sometimes referred to as the "Parties,). WITNESSETH• WHEREAS, the Parties or their predecessors entered into a certain Annexation Agreement (the 'Original Annexation Agreements) dated as of February 4, 1985 among the Village, the Developer, the Trustee under Trust Nos. 60644 and 62258 and Richard Frigo, as amended by a certain First Amendment to Annexation Agreement (the *First Amendments) among the Village, the Developer, and the Trustee under Trust Nos. 62258, 65708, and 66526, and further amended by a certain Second Amendment to Annexation Agreement dated as of December 3, 1990 (the "Second Amendment") among the Parties hereto (the Original Annexation Agreement, First Amendment, and Second Amendment are collectively referred to as the •Existing Annexation Agreements;. the.Existing 9070219 V"r 2 WOW 14:21 `i O-D Amendment). The Village hereby approves the renovation and Ireuse of the existing facilities on the Clubhouse Property for use as a day care facility and a health club (including use of the existing tennis courts and golf driving range, but excluding use of the existing swimming pool, which will be removed) on the terms and conditions set forth herein. Such approval constitutes the granting of a special use for such health club uses, it being understood that day care uses are a previously approved permitted use pursuant to the Second Amendment. 3. Amendment of Concept Plan. In order to implement use of the existing facilities on the Clubhouse Property, the Concept Plan for the Undeveloped Property set forth in the Second Amendment shall be amended as follows. It is agreed that the Revised Master Plan set forth in Appendix B to this Third Amendment shall replace the Master Plan prepared by Hammond Beeby and Babka Incorporated dated August 8, 1990 set forth in AR eA ndix L of the Second Amendment. Said Revised Master Plan shall supplement the Master Landscape Statement prepared by Johnson, Johnson & Roy, dated August 8, 1990 set forth in Appendix C of the Second Amendment to the extent said Revised Master Plan is inconsistent with such Master Landscape Statement. The Revised Utility Plan set forth in Agnendix B to this Third Amendment shall supplement the Utility Plan prepared by SDI Consultants dated August 8, 1990 set forth in Appendix C of the Second Amendment to the extent said Revised Utility Plan is inconsistent with said original Utility Plan. It is understood that the building and parking setback requirements of the Concept Plan are modified to the extent necessary to accommodate the existing placement of the clubhouse building. In addition, owner agrees that the required parking stall size for the health club and day care uses on the Clubhouse shall be 9 feet in width by 19, feet in length, but the 8 1/2 by 18 feet requirement in the Existing Annexation Agreement shall continue to apply to the remainder of the Undeveloped Property and to any redevelopment of the Clubhouse Property for uses other than health club and day care. 9070219 Ver 2 10/6/92 15:09 .4- 4105648 W F. All references in the Annexation Agreement to the *Concept Plan" shall include the above modifications. (If Owner and Developer cease to use the existing facilities on the Clubhouse Property and cause such facilities to be removed, then the Owner and Developer may proceed under the Concept Plan as set forth in the Second Amendment without the requirement of further amendments to. the Annexation Agreement.) Q. Preliminary and Final Plan Apyroval. Concurrently herewith the Developer has requested and the Village shall adopt an ordinance amending the I -1 /PUD Ordinance for the Property to incorporate the aforementioned revisions to the Concept Plan and to grant to the Developer Preliminary and Final Development Plan approval (as defined by Section 12.9 -3 and 12.9 -6 of the Village Zoning Ordinance) for the renovation and use of the existing facilities on the Clubhouse Property for such day care and health club uses, all pursuant to the plans and testimony presented to the Plan Commission and Board of Trustees. Said I -1 /PUD Ordinance shall permit and authorize development of the Property in accordance with the approved Preliminary and Final Plans, and shall grant such variations as may be required to implement said Preliminary and Final Development Plan. Said I -1 /PUD Ordinance may be amended in accordance with the Village's Planned Unit Development procedures without amending the Annexation Agreement so long as such amendments are reasonably consistent with the Concept Plan. 5. Reaffirmation. All of the terms, conditions, agreements and provisions set forth in the Annexation Agreement, as hereby amended, shall be and they hereby are reaffirmed, ratified, confirmed in their entirety and incorporated herein by reference as if fully set forth herein. 6. Trustee's Exculpation. This Agreement is executed by the Trustee as trustee. No personal liability under this Agreement shall be asserted against said trustee, all such personal liability being expressly waived and any liability for a breach of this Agreement or any of the covenants, undertakings 9070219 Ver 2 10/6/92 15:09 - 5 - 7 41. ()r(j-48 V(� RESOLUTION NO. R-97-13 RESOLUTION APPROVING FIFTH AMENDMENT TO ANNEXATION AGREEMENT WHEREAS, CarrAmerica Realty Corporation, a Maryland corporation (the "Developer "), Parkway North Owners' Association, an Illinois not - for - profit corporation (the "Association "), and Carr Parkway North 1 Corporation, a Delaware corporation (collectively, together with their respective successors and assigns, are hereinafter referred to as the "Owner "), are the owners and developers of certain real estate (the "Property ") previously annexed to the Village of Deerfield pursuant to a certain Annexation Agreement described below; and WHEREAS, the Parties (consisting of the Owner, Developer and the Village of Deerfield) or their predecessors entered into a certain Annexation Agreement (the "Original Annexation Agreement ") dated as of February 4, 1985 among the Village, the Developer, the Trustee under Trust Nos. 60644 and 62258, and Richard Frigo, as amended by a certain First Amendment to Annexation Agreement among the Village, the Developer, and the Trustee under Trust Nos. 62258, 65708 and 66526 (the "First Amendment "), and further amended by a certain Second Amendment to Annexation Agreement dated as of December 3, 1990 among the parties thereto (the "Second Amendment "), and further amended by a certain Third Amendment to Annexation Agreement dated as of October 5, 1992 among the Village, the Developer and the Trustee under Trust Nos. 62258, 65708, 66526 and 107008 -05 (the "Third Amendment "), and further amended by a certain Fourth Amendment to Annexation Agreement dated as of September 7, 1993 among the parties thereto (the "Fourth Amendment ") (the Original Annexation Agreement, First Amendment, Second Amendment, Third Amendment and Fourth Amendment are collectively referred to as the "Existing Annexation Agreement "); and WHEREAS, except with respect to the Marriott Property (as defined in Paragraph 9 of the Second Amendment), the Owners are the successor owners to the "Owner" in the Original Annexation Agreement; and WHEREAS, in furtherance of the foregoing, the Owner and Developer desire and propose to develop (or cause to be developed) the undeveloped portions of the Property in a consistent and harmonious manner which is compatible with and subject to the same conditions and restrictions as the "Property" as defined in the Existing Annexation Agreement and upon certain terms and conditions hereinafter set forth herein; and WHEREAS, pursuant to the provisions of Chapter 65, Section 5/11- 15.1 -1 of the Illinois Compiled Statutes, said Owner submitted to the Corporate Authorities of the Village of Deerfield a proposed Fifth Amendment to Annexation Agreement implementing the proposed uses on the Property and approving certain changes necessitated thereby in the Concept Plan for the Property as previously set forth in the Existing Annexation Agreement; and WHEREAS, pursuant to notice as required by statute and ordinance, a public hearing was held by the Plan Commission of the Village with respect to the request of said Owner to permit the future development of the Property in the manner proposed in the attached Fifth Amendment to Annexation Agreement and Exhibits attached thereto and made a part thereof, and written findings JKS 152843 . I August 15, 1997 RESOLUTION NO. R-97-13 RESOLUTION APPROVING FIFTH AMENDMENT TO ANNEXATION AGREEMENT of fact and recommendations with respect thereto were made by said Plan Commission and submitted to the Corporate Authorities; and WHEREAS, pursuant to notice as required by statute and ordinance a public hearing was held by the Corporate Authorities of the Village with respect to the terms and conditions of said Fifth Amendment to Annexation Agreement; and WHEREAS, said Corporate Authorities, after due and careful consideration, have concluded that the uses and future development of the Property on the terms and conditions set forth in the Existing Annexation Agreement as amended by the attached Fifth Amendment to Annexation Agreement would further the growth of the Village, enable the Village to control the development of said Property, and subserve the best interests of the Village. NOW, THEREFORE, BE IT RESOLVED BY THE PRESIDENT AND BOARD OF TRUSTEES OF THE VILLAGE OF DEERFIELD, LAKE AND COOK COUNTIES, ILLINOIS AS FOLLOWS: SECTION That the Fifth Amendment to Annexation Agreement, including the ONE: Exhibits, attached hereto between the Village of Deerfield, the Owner and the Developer, be and the same is hereby approved. SECTION That the President and Clerk of the Village of Deerfield are hereby TWO: authorized and directed to execute said Fifth Amendment to Annexation Agreement. AYES: Ehlers, Rosenthal, Seidman, Swanson, Swartz (5) NAYS: None (0 ) ABSENT: Heuberger:(1) PASSED: Thisl 8th day of APPROVED: Thisl8th day of August A.D., 1997. August A.D., 1997. VILLAGE PRESIDENT •��rJ�l. 1 S►1t I� ..� VII(L,AGE CLERK JKS 152843 . I August 15, 1997 2 :r- FIFTH AMENDMENT TO ANNEXATION AGREEMENT THIS FIFTH AMENDMENT TO ANNEXATION AGREEMENT (the "Agreement ") is made and entered into as of this 18th day of August , 1997, by and between the VILLAGE OF DEERFIELD, ILLINOIS, a municipal corporation (the "Village "), by and through its President and Board of Trustees (collectively, the "Corporate Authorities "); CARRAMERICA REALTY CORPORATION (the "Developer "), a Maryland corporation; PARKWAY NORTH OWNERS' ASSOCIATION, an' Illinois not - for - profit corporation ( "Association "), and CARR PARKWAY NORTH I CORPORATION, a Delaware corporation ( "Carr Phase I ") (collectively Developer, Carr Phase I, and Association together with their respective successors and assigns, are referred to as the "Owners "; and collectively the Village, the Corporate Authorities, the Developer and the Owners are sometimes referred to as the "Parties "). RECITALS: A. Except with respect to the Marriott Property (defined in Paragraph 8 below), the Owners in this Agreement are the successor owners to the "Owner" in the Existing Annexation Agreement (defined below) and Developer in this Agreement is the successor to the "Developer" in the Existing Annexation Agreement; 9251677.5 96304738 B. The Village, and Developer's and Owners' predecessors are parties to a certain Annexation Agreement (the "Original Annexation Agreement ") dated as of February 4, 1985, as amended by a certain First Amendment to Annexation Agreement" dated as of October 5, 1987 (the "First Amendment "), a certain Second Amendment to Annexation Agreement dated as of December 3, 1990 (the "Second Amendment "), a certain Third Amendment to Annexation Agreement dated as of October 5, 1992 (the "Third Amendment "), and a certain Fourth Amendment to Annexation Agreement dated as of September 7, 1993 (the "Fourth Amendment ") (the Original Annexation Agreement, First Amendment, Second Amendment, Third Amendment, and Fourth Amendment are collectively referred to as the "Existing Annexation Agreement "; the Existing Annexation Agreement as amended by the terms of this Agreement is referred to as the "Annexation Agreement "); C. The Existing Annexation Agreement relates to certain "Property" as defined therein; such Property, net of certain dedications, donations and roads and excluding the Marriott Property described below, is legally described on Appendix A attached hereto and made a part hereof. D. The Developer desires to develop the undeveloped portions of the Property in a consistent and harmonious manner which is compatible with and, except as set forth herein, subject to the same conditions and restrictions as set forth in the Existing Annexation Agreement, and accordingly the Owners and Developer desire and propose to amend the Existing Annexation Agreement as set forth herein; E. The Corporate Authorities, after due and careful consideration, have concluded that the amendment of the Existing Annexation Agreement on the terms and conditions hereinafter set forth, and the unified development of the undeveloped portion of the Property as provided herein, 9251677.5 96304738 -2- would further the growth of the Village, increase its tax assessable values, enable the Village to control the development of the Property and would be in the best interests of the Village; F. Pursuant to the provisions of Section 5/11- 15.1 -1, of the Illinois Municipal Code (Chapter 65, Illinois Compiled Statutes) a proposed Fifth Amendment to Annexation Agreement, the same in form and substance as this Agreement, was submitted to the Corporate Authorities and a public hearing was held thereon pursuant to notice as provided by statute and ordinance; NOW, THEREFORE, in consideration of the premises and of the mutual covenants and agreements herein contained, it is hereby agreed by and between the parties hereto as follows: 1. Applicable Law. This Agreement is made pursuant to and in accordance with provisions of Section 5111- 15.1 -1, et sM., of the Illinois Municipal Code (Chapter 65, Illinois Compiled Statutes). 2. Enactment of Annexation Ordinance. Immediately upon the occurrence of the execution of this Agreement by the Parties, the Corporate Authorities shall enact a valid and binding resolution (the "Annexation Resolution ") approving this Agreement as an amendment to the Existing Annexation Agreement. 3. Enactment of Other Ordinances. Immediately upon the passage of the Annexation Resolution, the Corporate Authorities shall adopt resolutions or ordinances as applicable which shall: (i) approve a Preliminary Development Plan for an I -1 Planned Unit Development, (ii) approve Plat of Subdivision for a portion of the Property, (iii) grant a special use for an I -1 Planned Unit Development for those portions of the Property receiving Final Development Plan approval, and (iv) approve exceptions, as necessary, to implement the above plans, as further specified in Paragraphs 4 and 5 below. 9251677.5 96304738 -3- 4. Approval of Preliminary and Final Plans. The Village hereby approves the Preliminary Development Plan, as defined by Section 12.09 -C of the Village Zoning Ordinance, submitted to it by the Developer in connection with the portion of the Property generally lying north and west of Parkway North Boulevard. The items comprising the Preliminary Development Plan are listed on Appendix B (collectively the "Preliminary Plan") and the site plan portion of the Preliminary Plan is attached hereto as Appendix C. The Village agrees to approve Final Development Plans as defined by Section 12.09 -F of the Village Zoning Ordinance, or phases thereof, provided such Final Development Plans substantially conform to the Preliminary Plan. The Village also hereby approves Final Development Plans, as defined by Section 12.09 -F of the Village Zoning Ordinance, submitted to it by the Developer in connection with the Clubhouse and Building Six portions of the Property and certain infrastructure and landscaping items as identified below and on Appendix D. The items comprising the Final Development Plans are listed on Appendix E (collectively the "Final Plan") and the Building Six and Clubhouse site plan portions of such Final Plan are attached hereto as Appendix F. The Preliminary Plan and Final Plan (collectively the "Approved Plans ") contemplate construction of multiple office buildings with accessory uses as set forth in the Village Zoning Ordinance. The Village acknowledges that the number of parking spaces indicated on the Approved Plans meets the full requirements of the Annexation Agreement without landbanking and so accordingly no parking landbank areas are shown. The Approved Plans also incorporate the existing Clubhouse containing previously approved daycare and health club uses into the Parkway North development as a separately subdivided lot. At the time the Developer develops Building Six approved with the Final Plan, Developer will construct (i) the stormwater pond, (ii) the second 9251677.5 96304738 -4- (north) Saunders Road entrance and related entrance drive, (iii) half of the width of the internal loop drive which fronts the building pad areas, (iv) the Clubhouse parking lot and playground modifications, (v) landscaping and berming along Saunders Road and portions of Parkway North Boulevard and adjacent to the residential and commercial structures in the tract's northwest corner, and (vi) the water line loop within the site, all in accordance with the Final Plan in the areas shown on Appendix D as detailed on Appendix E. In addition, Developer will preliminarily grade the balance of the site subject to the Approved Plans as shown on the Approved Plans. 5. Incorporation of Existing Annexation Provisions. The Parties agree that the Approved Plans are subject to the terms and conditions, including waivers, exceptions, and variations, set forth in the Existing Annexation Agreement, except as set forth below. The Parties agree that the Approved Plans refine and amend the Concept Plan set forth in the Existing Annexation Agreement subject to the following. The Parties agree that all terms and provisions of Paragraph 5 of the Original Annexation Agreement as amended by Paragraph 5 of the Second Amendment and Paragraph 3 of the Third Amendment (copies of which Paragraphs of the Original Annexation Agreement, the Second Amendment and the Third Amendment are attached hereto as Appendix H) and any other provisions of the Existing Annexation Agreement (including, without limitation, all Concept Plan restrictions, exceptions, and variations, all agreements concerning treatment of Preliminary and Final Development Plans, uses, setbacks, variations from the Village Zoning Ordinance for height, parking, and other matters, adoption of an I -I/PUD Ordinance, phasing, and amendments to the Concept, Preliminary and Final Development Plans) shall apply to any development of the undeveloped portions of the Property described herein. Any ordinance or ordinances approving a Concept Plan, Preliminary Development Plan, Final Development Plan or 9251677.5 96304738 -5- Special Use for an I -1 Planned Unit Development, for development of the undeveloped portions of the Property shall permit, grant or otherwise authorize any and all of the uses, variations or other items referred to above to the extent the same may be applicable to the submitted plans. The Approved Plans may be amended in accordance with the Village's Planned Unit Development procedures without amending the Annexation Agreement so long as such amendments are reasonably consistent with the Concept Plan as herein amended and do not involve any variances or exceptions to the specific requirements of the Annexation Agreement. In addition, preliminary and/or final plans for the undeveloped portions of the Property not subject to the Approved Plans may be approved or amended by an amendment of the I -1 /PUD Ordinance in accordance with the Village's Planned Unit Development procedures without amending the Annexation Agreement so long as such plan or amendment is reasonably consistent with the Concept Plan as herein amended and does not involve any variances or exceptions to the specific requirements of the Annexation Agreement. 6. Existing Improvements: Toll way. The Existing Annexation Agreement provides that up to 1,585,583 square feet of Gross Leasable Area may be developed on the Property. The Parties confirm that as of the date of this Fifth Amendment the following projects have been constructed on the Property having the Gross Leasable Area (or "GLA ") shown: One Parkway North 226,996 GLA Marriott Hotel 171,090 GLA Three Parkway North 216,973 GLA Thorngate Healthclub/Daycare Center 18,290 GLA TOTAL 633,349 GLA The Parties also acknowledge that a 1.2317 acre portion of the Property originally subject to the Existing Annexation Agreement, which portion (the "Prior Tollway Conveyance ") is legally 9251677.5 96304738 -6- described on part 1 of Appendix G, has been conveyed to The Illinois State Toll Highway Authority (the "Toll Authority ") in connection with certain Deerfield Road Toll Plaza improvements. In addition, the Toll Authority has requested conveyance of approximately an additional 1.55 acres (such additional conveyance, as it may be modified, is called the "Additional Tollway Conveyance "), which Additional Tollway Conveyance is depicted or described on part 2 of Appendix G. The Village agrees that the Prior Tollway Conveyance and the Additional Tollway Conveyance, whether by voluntary or involuntary conveyance, in easement or in fee, will not reduce the amount of land to be included in bulk, open space, lot coverage, setback, and floor area (Gross Leasable Area) computations for the Property (as the Property may be expanded by future annexations) so as to allow development of such Property for purposes of all zoning and other land use controls as though said land had not been conveyed. 7. Duration of Approved Plans Approval. Notwithstanding anything in the Zoning, Subdivision or other ordinances of the Village, the Preliminary Plan shall remain valid and shall not lapse for the remaining duration of this Agreement as it may be amended or renewed. The Final Plan shall remain valid and shall not lapse for a period of two (2) years, subject to extension as provided below. If the Preliminary Plan or Final Plan or any other plans which may be approved for the Property should expire without renewal, then the variances and other terms granted for the Property in the Annexation Agreement shall remain in full force and effect, and shall apply to any preliminary or final plan which may be proposed for the Property. If preliminary or final plans are approved for any other portion of the Property, then such plans shall also be valid and shall not lapse for the remaining term of this Agreement (as it may be amended or renewed) and for two (2) years, respectively, subject to further extension in the reasonable discretion of the Board of Trustees. 9251677.5 96304738 8. Reaffirmation, Marriott Property. In general it is the intent of the Parties that, except as they may have been specifically amended hereby, all terms and conditions of the Existing Annexation Agreement are ratified and reaffirmed and shall continue unamended and in full force and effect. Without limiting the generality of the foregoing, the Developer and Owner confirm that the agreement in Paragraph 8 of the Original Annexation Agreement respecting signalization at the Deerfield Road entrance remains in full force and effect. It is understood that a portion of the Property described on Appendix E to the Second Amendment (the "Marriott Property") has been sold to Marriott Corporation, which is not a party hereto. Nothing herein shall be deemed to amend or otherwise affect the Existing Annexation Agreement as it applies to the Marriott Property. 9. Counterparts. This Agreement may be executed in any number of counterparts each of which shall be deemed an original, but all of which shall constitute one and the same instrument. 9251677.5 96304738 IN WITNESS WHEREOF, the Village, the Developer and the Owner have caused this instrument to be executed by their respective proper officials duly authorized to execute the same as of the day and the year first above written. Attest: Village Clerk Prepared by (and when recorded return to): Ivan P. Kane, Esq. MAYER, BROWN & PLATT 190 South LaSalle Street Chicago, Illinois 60606 (312) 782 -0600 VILLAGE OF DEERFIELD, an Illinois municipal corporation CARRAMERICA REALTY CORPORATION, a Maryland corporation CARR PARKWAY NORTH I CORPORATION, a Delaware corporation '� �� � • it PARKWAY NORTH OWNERS' ASSOCIATION, an Illinois not - for - profit corporation M t"..4 6 I 9251677.5 96304738 -9- STATE OF ILLINOIS SS. COUNTY OF LAKE I, Sharon K. Cromie , a notary public in and for said County, in the State aforesaid, DO HEREBY CERTIFY THAT Bernard Forrest , personally known to me to be the President of the Village of Deerfield, an Illinois municipal corporation, and Robert D. Franz , personally known to me to be the ' Village Clerk of said Village, and personally known to me to be the same persons whose names are subscribed to the foregoing instrument, appeared before me this day in person and severally acknowledged that as such President and Deputy Village Clerk, they signed and delivered the said instrument as President and Deputy Village Clerk of said Village, and caused the corporate seal of said Village to be affixed thereto, pursuant to authority given by the Board of Trustees of said Village, as their free and voluntary act, and as the free and voluntary act and deed of said Village, for the uses and purposes therein set forth. GIVEN under my hand and notarial seal this 18th day of August , 1997. Notary Public t�omde IP�>�6tateotIDinois 11400mi1donBcpde+eeFeb.23,l999 My Commission Expires: February 23, 1999 9251677.5 96304738 STATE OF ILLINOIS SS. COUNTY OF COOK I,5144 V K • AA146a.S"64a notary public in and for said County, in the State aforesaid, DO HEREBY CERTIFY THAT Gerald J. O'Malley, personally known to me to be the Vice President of CARRAMERICA REALTY CORPORATION, a Maryland corporation, and personally known to me to be the same person whose name is subscribed to the foregoing instrument, appeared before me this day in person and acknowledged that as such Vice President he signed and delivered the said instrument on behalf of said corporation pursuant to authority given by the board of directors of said corporation, as his free and voluntary act, and as the free and voluntary act and deed of said corporation, for the uses and purposes therein set forth. GIVEN under my hand and notarial seal this 11day of August, 1997. My Commission Expires: �4/3 p0 1 I Notary Public >� "OMML SEAL" '{ Sharon R. Anderson t a< Notary Public, State of Illinois ' a� My Commission Expires 04 /03/00, STATE OF ILLINOIS SS. COUNTY OF COOK I,S,0N k AIVOW50,Kl, a notary public in and for said County, in the State aforesaid, DO HEREBY CERTIFY THAT Gerald J. O'Malley, personally known to me to be the Vice President of CARRAMERICA PARKWAY NORTH I CORPORATION, a Delaware corporation, and personally known to me to be the same person whose name is subscribed to the foregoing instrument, appeared before me this day in person and acknowledged that as such Vice President he signed and delivered the said instrument on behalf of said corporation pursuant to authority given by the board of directors of said corporation, as his free and voluntary act, and as the free and voluntary act and deed of said corporation, for the uses and purposes therein set forth. GIVEN under my hand and notarial seal this day of August, 1997. My Co mission Expires: 3 00 Or Notary > »N»»N »» »» S »>s»»»»> «0 SEAL„ >� Sharon R. Anderson ;< Notary Public, State of Illinois ' >< My Commission Expires 04/03/00,1 STATE OF ILLINOIS SS. COUNTY OF COOK I, -W&ON d� ANP&&W, a notary public in and for said County, in the State aforesaid, DO HEREBY CERTIFY THAT Gerald J. O'Malley, personally known to me to be the Vice President of PARKWAY NORTH OWNERS' ASSOCIATION, an Illinois not -for- profit corporation, and personally known to me to be the same person whose name is subscribed to the foregoing instrument, appeared before me this day in person and acknowledged that as such Vice President he signed and delivered the said instrument on behalf of said corporation pursuant to authority given by the board of directors of said corporation, as his free and voluntary act, and as the free and voluntary act and deed of said corporation, for the uses and purposes therein set forth. GIVEN under my hand and notarial seal this /1A day of August, 1997. My Commission Expires: 3 2a 000 A 5 �,, Notary Public "OFfWl SEAL„ ;<< Sharon R. Anderson ;< Notary Public, State of Illinois ' �C< My Commission Expires 04 /03/00, LIST OF APPENDICES APPENDIX A - Current Legal Description of the Property APPENDIX B - Items Constituting the Preliminary Plan APPENDIX C - Preliminary Plan Site Plan APPENDIX D - Depiction of Items Approved on Final Plan APPENDIX E - Items Constituting the Final Plan APPENDIX F - Final Plan Site Plan(s) APPENDIX G - Tollway Conveyances APPENDIX H - Copies of Selected Provisions of Existing Annexation Agreement 9251677.5 96304738 APPENDIX A Current Legal Description of the Property (net of dedications, donations, and certain roads, and excluding the Marriott Property) LOTS 1, 2 AND 4, AND OUTLOTS "A" AND "B" OF PARKWAY NORTH CENTER ( RESUBDIVISION), BEING A SUBDIVISION AND A RESUBDIVISION OF PART OF THE NORTH HALF OF SECTION 31, TOWNSHIP 43 NORTH, RANGE 12, EAST OF THE THIRD PRINCIPAL MERIDIAN, ACCORDING TO THE PLAT THEREOF RECORDED NOVEMBER 17,1987 AS DOCUMENT 2632409, EXCEPT THAT PORTION OF OUTLOT "A" DEEDED TO ILLINOIS STATE TOLL HIGHWAY AUTHORITY BY DEED DATED SEPTEMBER 8, 1994 AND RECORDED OCTOBER 17, 1994 AS DOCUMENT 3603799, IN LAKE COUNTY, ILLINOIS, AND EXCEPTING THEREFROM THOSE PORTIONS OF OUTLOT "A" AND OUTLOT "B" DEDICATED TO LAKE COUNTY FOR ROADWAY PURPOSES PER DOCUMENT NO. 2810203, LAKE COUNTY, ILLINOIS. TOGETHER WITH THE WEST HALF OF WOODVIEW LAND LYING EAST OF AND ADJOINING SAID OUTLOT "A" AS VACATED BY INSTRUMENT RECORDED MARCH 1, 1994 AS DOCUMENT 3499610, LAKE COUNTY, ILLINOIS TOGETHER WITH LOTS 1 AND 8 (EXCEPT THAT PART THEREOF CONDEMNED FOR TOLL ROAD PURPOSES BY PROCEEDINGS HAD IN THE COUNTY COURT OF LAKE COUNTY, ILLINOIS AS CASE NO. 13910), TOGETHER WITH ALL OF LOTS 2,3 AND 7 IN HENDRIX'S SUBDIVISION, A SUBDIVISION OF THE WEST 531.8 FEET OF THE EAST 672.2 FEET OF THE NORTH 43 RODS AND 16 LINKS OF THE NORTHWEST QUARTER OF SECTION 31, TOWNSHIP 43 NORTH, RANGE 12, EAST OF THE THIRD PRINCIPAL MERIDIAN, ACCORDING TO THE PLAT THEREOF RECORDED OCTOBER 13, 1956 AS DOCUMENT 926650, IN BOOK 1489 OF RECORDS, PAGE 123, IN LAKE COUNTY, ILLINOIS. TOGETHER WITH THE WEST HALF OF WOODVIEW LANE LYING EAST OF AND ADJOINING LOT 7 AND THAT PART OF LOT 8 DESCRIBED IN PARCEL 1 AFORESAID; AND THE EAST HALF OF WOODVIEW LANE LYING WEST OF AND ADJOINING LOTS 2 AND 3 AND THAT PART OF LOT 1 DESCRIBED IN PARCEL 1 AFORESAID, AS VACATED BY INSTRUMENT RECORDED MARCH 1, 1994 AS DOCUMENT 3499610, IN LAKE COUNTY, ILLINOIS. 9251677.5 96304738 TOGETHER WITH LOTS 1 AND 2 IN PARKWAY NORTH RESUBDIVISION NO. 1, BEING A RESUBDIVISION OF LOT 3 IN PARKWAY NORTH CENTER IN SECTION 31, TOWNSHIP 43 NORTH, RANGE 12, EAST OF THE THIRD PRINCIPAL MERIDIAN, ACCORDING TO THE PLAT THEREOF RECORDED DECEMBER 8, 1988 AS DOCUMENT 2747302, IN LAKE COUNTY, ILLINOIS. TOGETHER WITH THAT PART OF THE NORTHWEST QUARTER 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 EASTERLY LINE OF SAUNDERS ROAD ACCORDING TO THE PLAT OF SURVEY THEREOF RECORDED AS DOCUMENT 988996 AND THE NORTH LINE OF LOT 17 IN VERNON RIDGE COUNTRY HOME SUBDIVISION ACCORDING TO THE PLAT THEREOF RECORDED AS DOCUMENT 241933 ON JUNE 25, 1924; THENCE EAST ALONG SAID NORTH LINE OF LOT 17, 357.21 FEET, MORE OR LESS, TO THE NORTHEAST CORNER OF SAID LOT 17; THENCE NORTH ALONG THE WEST LINE OF LOT 16 IN SAID VERNON RIDGE COUNTRY HOME SUBDIVISION 61.05 FEET, MORE OR LESS, TO THE NORTHWEST CORNER THEREOF; THENCE EAST ALONG THE NORTH LINE OF SAID LOT 16, 225.00 FEET, MORE OR LESS, TO THE NORTHEAST CORNER THEREOF; THENCE NORTH ALONG THE EAST LINE OF SAID LOT 16 PROJECTED STRAIGHT NORTH 213.95 FEET; THENCE EAST ALONG A LINE PARALLEL WITH THE NORTH LINE OF SAID VERNON RIDGE COUNTRY HOME SUBDIVISION 525.00 FEET; THENCE NORTH ALONG A LINE PARALLEL WITH SAID EAST LINE OF LOT 16, 300.00 FEET; THENCE WEST ALONG A LINE PARALLEL WITH SAID NORTH LINE OF VERNON RIDGE COUNTRY HOME SUBDIVISION 1059.06 FEET, MORE OR LESS, TO THE AFOREMENTIONED EASTERLY LINE OF SAUNDERS ROAD THE THENCE SOUTHERLY ALONG SAID EASTERLY LINE OF SAUNDERS ROAD TO THE POINT OF BEGINNING, IN LAKE COUNTY, ILLINOIS. 9251677.5 96304738 APPENDIX B Items Constituting the Preliminary Plan [CHECK REVISION DATES] 1. Statement of Intent 2. Preliminary Site Plan prepared by The Lakota Group and SDI Consultants, Ltd., Sheet C -1, last rev. June 25, 1997 3. Preliminary Engineering Plan prepared by SDI Consultants, Ltd., Sheet C -2, last rev. June 25, 1997 4. Landscaping Plans prepared by The Lakota Group: a. Existing Tree Locations, Sheet L -1, last rev. July 24, 1997 b. Preliminary Berming/Grading Plan, Sheet L -2, last rev. June 25, 1997 C. Preliminary Overall Site Landscaping Plan, Sheet L -3, last rev. June 25, 1997 d. Preliminary Enlarged Pond Edge Landscape Treatment, Sheet L-4, last rev. June 25, 1997 e. Preliminary Landscape Sections, Sheet L -5, last rev. June 25, 1997 5. Parking Data a. Daycare Center Statement of Design Capacity b. Health Club Statement of Design Capacity C. Parking Data Sheet last rev. July 25, 1997 6. Traffic Update Study prepared by Metro Transportation, Inc. dated June 25, 1997 and letter from Metro Transportation Group, Inc. dated July 17, 1997 Re: Review of Parkway North Geometry and Paving Plans and Memorandum prepared by Metro Transportation, Inc. dated July 24, 1997 re Sight Distance Requirements 9251677.5 96304738 APPENDIX C Preliminary Site Plan 9251677.5 96304738 APPENDIX D Depiction of Areas Receiving Final Plan Approval (Note: balance of site will be rough graded and ground cover established) 9251677.5 96304738 APPENDIX E Items Constituting the Final Plan [CHECK REVISION DATES] 1. "Building VI" Renderings prepared by Solomon Cordwell Buenz & Associates, Inc.: a. Front Elevation b. Side Elevation C. Typical Floor Plan Outline d. Building Elevation/Materials e. Loading Dock Area Perspective 2. Final Plat of Subdivision, Parkway North Resubdivision No. 2, prepared by Compass Ltd., 3 sheets, last rev. July 22, 1997. 3. Parking Data a. Daycare Center Statement of Design Capacity b. Health Club Statement of Design Capacity C. Parking Data Sheet, last rev. July 25, 1997 4. W 7. Final Site and Landscape Plan (Building 6) prepared by The Lakota Group, Inc., 2 sheets, last rev. July 17, 1997. Final Site & Landscape Plan (Clubhouse) prepared by The Lakota Group, Inc., 2 sheets, last rev. July 21, 1997. Final Landscape Plan Drawings prepared by The Lakota Group, Inc. a. L -6: Building Six Foundation and Parking Landscape Plan -- 6/25/97, last rev. 8/13/97 b. L -7: Perimeter Berm Planting Plan (Saunders SW/Parkway North Blvd. SW) -- 7/24/97, last rev. 8/13/97 C. L -8: Perimeter Berm Planting Plan Saunders Road -- 7/17/97 d. L -9: Perimeter Berm Planting Plan Deerfield Road (and Saunders Rd. NW corner) -- 7/17/97 e. L -10: Pond Edge Planting Plan -- 7/17/97 f. L -11: Site Landscape Details -- 7/24/97, last rev/ 8/13/97 Final Engineering Plans prepared by SDI Consultants, Ltd. a. b. 9251677.5 Title Sheet -- 8/4/97 Sheet 1.1: General Notes, Legend and Abbreviations -- 8/4/97 96304738 C. Sheet 2.1: Demolition Plan -- 8/4/97 d. Sheet 3.1: Geometry and Paving Plan - Area 1 -- 8/4/97 e. Sheet 3.2: Geometry and Paving Plan - Area 2 -- 8/4/97 f. Sheet 4.1: Erosion Control Plan, Details and Typical Pond Cross Sections -- 8/4/97 g. Sheet 5.1: Grading Plan - Area 1 -- 8/4/97 h. Sheet 5.2: Grading Plan - Area 2 -- 8/4/97 i. Sheet 6.1: Master Utility Plan -- 8/4/97 j. Sheet 7.1: Utility Plan - Area 1 -- 8/4/97 k. Sheet 7.2: Utility Plan - Area 2 -- 8/4/97 1. Sheet 8.1: Sanitary Sewer Profiles -- 8/4/97 M. Sheet 9.1: Construction Details -- 8/4/97 n. Sheet 9.2: Construction Details -- 8/4/97 8. Engineer's Opinion of Probable Construction Cost for Parkway North Center prepared by SDI Consultants, Ltd. dated July 19, 1997. 9251677.5 96304738 APPENDIX F Final Plan Site Plan(s) 9251677.5 96304738 APPENDIX G Tollway Conveyances Part 1: Prior Tollwav Convey THAT PART OF OUTLOT A IN PARKWAY NORTH CENTER, BEING A SUBDIVISION AND A RESUBDIVISION OF PART OF THE NORTH HALF OF SECTION 31, TOWNSHIP 43 NORTH, RANGE 12 EAST OF THE THIRD PRINCIPLE MERIDIAN, ACCORDING TO THE PLAT THEREOF RECORDED ON AUGUST 23, 1985 AS DOCUMENT 2378213, AND VACATED ON NOVEMBER 17, 1987 BY DOCUMENT 2632408 AND RERECORDED ON NOVEMBER 17, 1987 AS DOCUMENT 2632409, IN LAKE COUNTY, ILLINOIS, DESCRIBED AS FOLLOWS: BEGINNING AT THE SOUTHEAST CORNER OF SAID OUTLOT A; THENCE NORTH 89 DEGREES 47 MINUTES 04 SECONDS WEST ALONG THE SOUTH LINE OF SAID OUTLOT A, BEING ALSO THE NORTHERLY RIGHT OF WAY LINE OF THE NORTHERN ILLINOIS TOLL HIGHWAY, 142.79 FEET; THENCE NORTH 12 DEGREES 36 MINUTES 15 SECONDS EAST 235.39 FEET; THENCE NORTH 23 DEGREES 09 MINUTES 48 SECONDS EAST 206.16 FEET; THENCE NORTH 14 DEGREES 35 MINUTES 53 SECONDS EAST 283.76 FEET TO THE EAST LINE OF SAID OUTLOT A, BEING ALSO THE WESTERLY RIGHT OF WAY LINE OF SAID NORTHERN ILLINOIS TOLL HIGHWAY; THENCE SOUTH 00 DEGREES 19 MINUTES 56 SECONDS WEST ALONG SAID EASTERLY LOT LINE AND WESTERLY RIGHT OF WAY LINE 195.28; THENCE SOUTH 08 DEGREES 25 MINUTES 25 SECONDS WEST ALONG SAID EASTERLY LOT LINE AND WESTERLY RIGHT OF WAY LINE 404.21 FEET, THENCE SOUTH 00 DEGREES 28 MINUTES 56 SECONDS WEST ALONG SAID EASTERLY LOT LINE AND WESTERLY RIGHT OF WAY LINE 99.25 FEET TO THE POINT OF BEGINNING; SAID PARCEL CONTAINING 53,654 SQUARE FEET (1.2317 ACRES) MORE OR LESS. 9251677.5 96304738 APPENDIX G Tollway Conveyances Part 2: Additional Tollway Conveyance 9251677.5 96304738 -2- DATE: JULY 1, 1996 OWNER: PARKWAY NORTH OWNER'S ASSOCIATION, A NOT FOR PROFIT CORPORATION OF ILLINOIS PARCEL T -11 A -45.1 FEE TAKING THAT PART OF OUTLOT A IN PARKWAY NORTH CENTER, A SUBDIVISION OF PART OF SECTION 31, TOWNSHIP 43 NORTH, RANGE 12 EAST OF THE THIRD PRINCIPAL MERIDIAN, LAKE COUNTY, ILLINOIS, RECORDED NOVEMBER 17, 1987 AS DOCUMENT NUMBER 2632409, DESCRIBED AS FOLLOWS: BEGINNING AT THE MOST NORTHEAST CORNER OF SAID OUTLOT A, BEING ALSO THE SOUTHEAST CORNER OF LOT 2 IN DOEFIELD ACRES, RECORDED JULY 23, 1957 AS DOCUMENT NUMBER 958590; THENCE SOUTH 00 DEGREES 19 MINUTES 56 SECONDS WEST ON A BEARING BASED ON THE ILLINOIS STATE PLANE COORDINATE SYSTEM NAD 83 EAST ZONE, ALONG THE EAST LINE OF SAID OUTLOT A, BEING ALSO THE WEST RIGHT OF WAY LINE OF THE TRI -STATE TOLLWAY, 641.91 FEET TO THE MOST NORTHERLY CORNER OF PARCEL T-1 1A-43.4, CONVEYED BY DOCUMENT NUMBER 3603799, RECORDED OCTOBER 17, 1994; THENCE SOUTH 14 DEGREES 35 MINUTES 53 SECONDS WEST ALONG THE WESTERLY LINE OF SAID PARCEL T -11A- - 43.4, A DISTANCE OF 283.76 FEET; THENCE CONTINUING ALONG SAID WESTERLY PARCEL LINE, SOUTH 23 DEGREES 09 MINUTES 48 SECONDS WEST, 206.16 FEET; THENCE CONTINUING ALONG SAID WESTERLY PARCEL LINE SOUTH 12 DEGREES 36 MINUTES 15 SECONDS WEST, 189.32 FEET; THENCE NORTH 04 DEGREES 46 MINUTES 59 SECONDS EAST, 68.09 FEET TO A NORTH LINE OF SAID OUTLOT A; THENCE NORTH 89 DEGREES 54 MINUTES 38 SECONDS EAST ALONG SAID NORTH LINE, 6.31 FEET TO A WEST LINE OF SAID OUTLOT A; THENCE NORTH 00 DEGREES 05 MINUTES 22 SECONDS WEST ALONG SAID WEST LINE, 50.00 FEET TO A SOUTH LINE OF SAID OUTLOT A; THENCE SOUTH 89 DEGREES 54 MINUTES 38 SECONDS WEST, ALONG SAID SOUTH LINE, 2.04 FEET; THENCE NORTH 04 DEGREES 46 MINUTES 59 SECONDS EAST, 142.52 FEET; THENCE NORTH 12 DEGREES 58 MINUTES 56 SECONDS EAST, 502.20 FEET; THENCE NORTH 06 DEGREES 27 MINUTES 44 SECONDS EAST, 467.68 FEET TO A POINT 10.00 FEET WEST OF, AS MEASURED AT RIGHT ANGLES TO, SAID EAST LOT LINE AND SAID WEST RIGHT OF WAY LINE; THENCE NORTH 00 DEGREES 19 MINUTES 56 SECONDS EAST PARALLEL WITH SAID LOT AND WEST RIGHT OF WAY LINE, 76.86 FEET TO A NORTH LINE OF SAID OUTLOT A, BEING ALSO THE SOUTH LINE OF SAID LOT 2 IN DOEFIELD ACRES; THENCE SOUTH 89 DEGREES 56 MINUTES 05 SECONDS EAST ALONG SAID LINE, 10.00 FEET TO THE POINT OF BEGINNING; SAID PARCEL CONTAINING 58,200 SQUARE FEET, MORE OR LESS (1.336 ACRES, MORE OR LESS). (f)54G09.lgljAmerir.%n Trusl -T1 IA -45.I jee DATE: JULY 1, 1996 OWNER: Carr Parkway Plorth - I Corporation, a Delaware Corporation PARCEL T -11 A -45.2 FEE TAKING THAT PART OF LOT 1 IN PARKWAY NORTH CENTER SUBDIVISION OF PART OF SECTION 31, TOWNSHIP 43 NORTH, RANGE 12 EAST OF THE THIRD PRINCIPAL MERIDIAN, LAKE COUNTY, ILLINOIS, RECORDED NOVEMBER 17, 1987 AS DOCUMENT NUMBER 2632409 DESCRIBED AS FOLLOWS: COMMENCING AT A SOUTHEAST CORNER OF SAID LOT 1, BEING ALSO THE NORTHEAST CORNER OF OUTLOT C IN SAID PARKWAY NORTH CENTER SUBDIVISION; THENCE NORTH 00 DEGREES 31 MINUTES 28 SECONDS EAST ON A BEARING BASED ON THE ILLINOIS STATE PLANE COORDINATE SYSTEM NAD 83 EAST ZONE, ALONG THE EAST LINE OF LOT 1, BEING ALSO THE WEST RIGHT OF WAY LINE OF THE TRI -STATE TOLLWAY, 149.59 FEET TO A NORTH LINE OF SAID LOT 1; THENCE NORTH 89 DEGREES 47 MINUTES 04 SECONDS WEST ALONG SAID LOT LINE, 25.79 FEET TO AN EAST LINE OF SAID LOT 1; THENCE NORTH 00 DEGREES 05 MINUTES 22 SECONDS WEST ALONG SAID LOT LINE, 112.64 FEET TO A SOUTH LINE OF SAID LOT 1; THENCE NORTH 89 DEGREES 54 MINUTES 38 SECONDS EAST ALONG SAID LOT LINE, 41.69 FEET TO THE POINT OF BEGINNING; THENCE CONTINUING NORTH 89 DEGREES 54 MINUTES 38 SECONDS EAST ALONG SAID LOT LINE, 6.31 FEET TO AN EAST LINE OF SAID LOT 1; THENCE NORTH 00 DEGREES 05 MINUTES 22 SECONDS WEST ALONG SAID LOT LINE, 50.00 FEET TO A NORTH LINE OF SAID LOT 1; THENCE SOUTH 89 DEGREES 54 MINUTES 38 SECONDS WEST ALONG SAID LOT LINE, 2.04 FEET; THENCE SOUTH 04 DEGREES 46 MINUTES 59 SECONDS WEST, 50.18 FEET TO THE POINT OF BEGINNING; SAID PARCEL CONTAINING 209 SQUARE FEET, MORE OR LESS. j954609.tg1jLLC T1 to n5 2Fee DATE: JULY 1, 1996 OWNER: PARKWAY NORTH OWNER'S ASSOCIATION, A NOT FOR PROFIT CORPORATION OF ILLINOIS PARCEL T -11 A -45.1 PE -A PERMANENT EASEMENT THAT PART OF OUTLOT A IN PARKWAY NORTH CENTER, A SUBDIVISION OF PART OF SECTION 31, TOWNSHIP 43 NORTH, RANGE 12 EAST OF THE THIRD PRINCIPAL MERIDIAN, LAKE COUNTY, ILLINOIS, RECORDED NOVEMBER 17, 1987 AS DOCUMENT NUMBER 2632409, DESCRIBED AS FOLLOWS: COMMENCING AT THE MOST EASTERLY NORTHEAST CORNER OF LOT 1 IN SAID PARKWAY NORTH, BEING ALSO THE INTERSECTION OF A SOUTH LINE AND A WEST LINE OF SAID OUTLOT A; THENCE SOUTH 89 DEGREES 54 MINUTES 38 SECONDS WEST ON A BEARING BASED ON THE ILLINOIS STATE PLANE COORDINATE SYSTEM NAD '83 EAST ZONE, ALONG SAID SOUTH LINE, 36.50 FEET, TO THE POINT OF BEGINNING; THENCE NORTH 44 DEGREES 54 MINUTES 38 SECONDS EAST, 53.27 FEET; THENCE NORTH 04 DEGREES 46 MINUTES 59 SECONDS EAST, 104.72 FEET; THENCE NORTH 12 DEGREES 58 MINUTES 56 SECONDS EAST, 357.93 FEET; THENCE NORTH 89 DEGREES 44 MINUTES 55 SECONDS WEST, 15.38 FEET; THENCE SOUTH 12 DEGREES 58 MINUTES 56 SECONDS WEST, 355.62 FEET; THENCE SOUTH 04 DEGREES 46 MINUTES 59 SECONDS WEST, 100.31 FEET; THENCE SOUTH 44 DEGREES 54 MINUTES 38 SECONDS WEST, 54.01 FEET; THENCE SOUTH 00 DEGREES 05 MINUTES 22 SECONDS EAST, 6.21 FEET TO SAID SOUTH LINE OF OUTLOT A; THENCE NORTH 89 DEGREES 54 MINUTES 38 SECONDS EAST ALONG SAID SOUTH LINE, 15.00 FEET TO THE POINT OF BEGINNING; SAID PARCEL CONTAINING 7,740 SQUARE FEET, MORE OR LESS (0.1.78 ACRES, MORE OR LESS). 1954G09.1gljrorkway_45I rE_A DATE: JULY 1, 1996 OWNER: PARKWAY NORTH OWNER'S ASSOCIATION, A NOT FOR PROFIT CORPORATION OF ILLINOIS PARCEL T -11 A -45.1 PE-B, PERMANENT EASEMENT THAT PART OF OUTLOT A IN PARKWAY NORTH CENTER, A SUBDIVISION OF PART OF SECTION 31, TOWNSHIP 43 NORTH, RANGE 12 EAST OF THE THIRD PRINCIPAL MERIDIAN, LAKE COUNTY, ILLINOIS, RECORDED NOVEMBER 17, 1987 AS A DOCUMENT NUMBER 2632409, DESCRIBED AS FOLLOWS: BEGINNING AT THE MOST SOUTHERLY NORTHWEST CORNER OF SAID OUTLOT A; THENCE SOUTH 00 DEGREES 05 MINUTES 22 SECONDS EAST ON A BEARING BASED ON THE ILLINOIS STATE PLANE COORDINATE SYSTEM NAD 83 EAST ZONE, ALONG A WEST LINE OF SAID OUTLOT A, 9.71 FEET; THENCE SOUTH 45 DEGREES 05 MINUTES 22 SECONDS EAST, 15.49 FEET; THENCE SOUTH 00 DEGREES 05 MINUTES 22 k SECONDS EAST, 77.03 FEET TO THE NORTH LINE OF A 15.00 FOOT WATERMAIN EASEMENT PER SAID SUBDIVISION; THENCE SOUTH 89 DEGREES 47 MINUTES 04 SECONDS EAST ALONG SAID NORTH EASEMENT LINE, 15.00 FEET; THENCE NORTH 00 DEGREES 05 MINUTES 22 SECONDS WEST, 83.33 FEET; THENCE NORTH 45 DEGREES 05 MINUTES 22 SECONDS WEST, 20.44 FEET TO A NORTH LINE OF SAID OUTLOT A; THENCE SOUTH 89 DEGREES 54 MINUTES 38 SECONDS WEST ALONG SAID NORTH LINE, 11.50 FEET TO THE POINT OF BEGINNING; SAID PARCEL CONTAINING 1.528 SQUARE FEET, MORE OR LESS (0.035 ACRES, MORE OR LESS). 195AG09.Igljrirkwny_45_I PE•© \ DATE: JULY 1, 1996 OWNER: Carr Parkway North I Corporation, a Delaware Corporation PARCEL T -11 A- 45.2PE PERMANENT EASEMENT THAT PART OF LOT 1 IN PARKWAY NORTH CENTER SUBDIVISION OF PART OF SECTION 31, TOWNSHIP 43 NORTH, RANGE 12 EAST OF THE THIRD PRINCIPAL MERIDIAN, LAKE COUNTY, ILLINOIS RECORDED NOVEMBER 17, 1987 AS DOCUMENT NUMBER 2632409 DESCRIBED AS FOLLOWS: COMMENCING AT A SOUTHEAST CORNER OF SAID LOT 1, BEING ALSO THE NORTHEAST CORNER OF OUTLOT C IN SAID PARKWAY NORTH CENTER SUBDIVISION; THENCE NORTH 00 DEGREES 31 MINUTES 28 SECONDS EAST ON A BEARING BASED ON THE ILLINOIS STATE PLANE COORDINATE SYSTEM NAD 83 EAST ZONE, ALONG THE EAST LINE OF LOT 1, BEING ALSO THE WEST RIGHT OF WAY LINE 'OF THE TRI -STATE TOLLWAY, 149.59 FEET TO A NORTH LINE OF SAID LOT 1; THENCE NORTH 89 DEGREES 47 MINUTES 04 SECONDS WEST ALONG SAID LOT LINE, 25.79 FEET TO AN EAST LINE OF SAID LOT 1; THENCE NORTH 00 DEGREES 05 MINUTES 22 SECONDS WEST ALONG SAID LOT LINE; 102.93 FEET TO THE POINT OF BEGINNING; THENCE NORTH 45 DEGREES 05 MINUTES 22 SECONDS WEST, 4.95 FEET; THENCE NORTH 00 DEGREES 05 MINUTES 22 WEST, 56.21 FEET TO A NORTH LINE OF LOT 1; THENCE NORTH 89 DEGREES 54 MINUTES 38 SECONDS EAST ALONG SAID LOT LINE, 15.00 FEET; THENCE SOUTH 00 DEGREES 05 MINUTES 22 SECONDS EAST, 50.00 FEET TO A SOUTH LINE OF SAID LOT 1; THENCE SOUTH 89 DEGREES 54 MINUTES 38 SECONDS WEST ALONG SAID LOT LINE, 11.50 FEET TO AN EAST LINE OF SAID LOT 1; THENCE SOUTH 00 DEGREES 05 MINUTES 22 SECONDS EAST ALONG SAID LOT LINE, 9.71 FEET TO THE POINT OF BEGINNING; SAID PARCEL CONTAINING 778 SQUARE FEET, MORE OR LESS, (0.018 ACRES, MORE OR LESS). 1954609.lglILLC 45 2f E APPENDIX H Copies of Selected Provisions of Existing Annexation Agreement Paragraph 5 of the Original Annexation Agreement Paragraph 5 of the Second Amendment 3. Paragraph 3 of the Third Amendment 9251677.5 96304738 ANNEXATION AGREEMENT THIS AGREEMENT (the "Agreement ") is made and entered into as of this 4th day of February, 1985, by and between the VILLAGE OF DEERFIELD, ILLINOIS, a municipal corporation (the "Village "), by and through its President and Board of Trustees (collectively, the "Corporate Authorities "); DEERFIELD- SAUNDERS JOINT VENTURE (the "Developer "),'an Illinois general partnership, by Equity Associates Incorporated ( "Equity "), a Texas corporation and the managing general partner of the Developer; and AMERICAN NATIONAL BANK AND TRUST COMPANY OF CHICAGO, as Trustee (the "Trustee ") under those certain Trust Agreements dated May 9, 1984 and September 18, 1984 and known respectively as Trusts Nos. 60644 and 62258 (the "Trusts ") and RICHARD FRIGO ( "Frigo "; collectively, together with their respective successors and assigns, the Trustee and Frigo are referred to as the "Owner "; and collectively the Village, the Corporate Authorities, the Developer and the Owner are sometimes referred to as the "Parties "). WITNESSETH: WHEREAS, the Owner is collectively the owner of record of approximately 73.61 acres of real estate located at Deerfield Road and Saunders Road adjacent to the Tri -State Tollway in Lake County, Illinois, which real estate along with portions of adjoining roads totals 77.63 acres and is legally described on the Plat of Annexation which is attached hereto and made a part hereof as Exhibit A (the "Property "), of which real estate the Trustee is presently the owner of record of all portions except that Frigo is the Water Agreement and the Boundary Agreement are not executed by February 5. 1965, then upon the written request of the Owner to the Village at any time after such date, this Agreement shall become null and void. Said Annexation Qsdinance will be recorded with the Lake County Recorder's Office along with the Plat of Annexation within 30 days after enactment of Annexation Ordinance. . a. Enactment of Zoning Amendment. Immediately upon the passage of the Annexation Ordinance, the Corporate Authorities shall adopt an ordinance or ordinances which shall rezone the Property to the I -1 Office, Research and Restricted Industrial zoning district (the "I -1 District "). 5. Approval of Plans. The Village hereby approves the Concept Plan for the project described herein and also specifically approves the Preliminary Development Plan, as defined by Section 12.9 -3 of the Village Zoning Ordinance, submitted to it by the Developer in connection with the first phase of the development of the Property ( "Phase I ") and pursuant to the provisions of the Village Zoning Ordinance. The Village agrees to approve such further Preliminary Development Plan or Plans for later phases of the project, provided that they substantially conform to the Concept Plan and the provisions of Section 12.9 -3 of the Village Zoning Ordinance. In addition, the Village agrees to approve Final Development Plans, as defined by Section 12.9 -6 of the Village Zoning Ordinance, or phases thereof, provided such Final Development Plans substantially conform to previously approved Preliminary Development Plans. -6- The Concept Plan contemplates the construction and operation upon the Property of multiple office buildings (with professional office and accessory uses as set forth in the Village Zoning Ordinance), possibly a hotel of up to 350 rooms (with accessory uses as set forth in the Village Zoning Ordinance), possibly a health club (which is primarily for the convenience of tenants and the general public on a private membership basis), and accessory parking (consisting of both on -grade and structured parking areas). The Concept Plan contemplates a Gross Leaseable -7 Area of approximately 1,282,581 square feet, such square footage being subject to the provisions of Paragraph 6 below and such Gross Leaseable Area being defined for purposes of this Agreement as measured from the interior faces of interior walls, excluding any area utilized for elevator shafts and stairwells; floor spaces and shafts used for mechanical, telephone and electrical equipment; space devoted to off - street parking or loading facilities; entrance lobbies and atrium -type areas; public washrooms; mechanical penthouses; interior balconies and mezzanines; and enclosed porches. The Concept Plan also contemplates building setbacks of 300 feet along Saunders Road and 250 feet along Deerfield Road, such setbacks being measured from the centerline of Saunders Road and Deerfield Road respectively. The Concept Plan further contemplates building setbacks of 100 feet along the Tri -State Tollway as measured from the Property line and 50 feet along Hawthorne Lane as measured from the northerly line of the ezisting right of way. The surface parking setbacks are contemplated in the Concept Plan to be 100 feet along Saunders Road and -7- Deerfield Road, as measured from the center line of the respective roads. The Concept Plan further contemplates the following variations from the terms of the Village Zoning Ordinance: a. The height of buildings proposed is seventy - five (75) feet, as measured from a fixed point which is located approximately 680 feet above sea level, excluding elevator equipment override not to exceed four feet and sky lighting not to exceed six feet. b. The number of parking spaces required for the office uses upon the Property shall be reduced to 3.3 spaces per 1000 square feet of Gross Leaseable Area (defined hereinabove), with the condition that (i) an additional .7 spaces per 1000 square feet of gross building area, measured from outside glass line to outside glass line excluding atrium areas above grade or first floor level and excluding the areas defined in Article 8, Section 8.2 -4,1,a through c of the Village Zoning Ordinance, will be provided, in the location indicated on the Concept Plan ( "Land Bank Area ") if required to meet future parking demands as reasonably determined by the Village, and (ii) until such time as said additional parking is constructed, said Land Bank Area shall remain landscaped as shown on the Concept Plan. c. The size of the parking stalls required upon the Property shall be reduced to a 1/2 feet in width by 18 feet in length and the maintenance of a curb and grass area (rather than pavement), as shown on the ,Concept Plan, for the purpose of allowing an overhang for parked automobiles, shall be permitted. -0- d. Setbacks from Deerfield Road and Saunders Road will be measured from the center line of such roads. F, e. Parking shall be permitted on the Property within the setbacks along the northern, southern and western frontages of the Property, except that at no time will parking be permitted within 100 feet of Saunders Road and Deerfield Road as measured from the center line of the respective roads. f. The landscape screening requirements for the parking areas shall be modified in general accordance with the Concept Plan, subject to Village approval of final landscaping plans for such areas. g. All requirements for roping the parking areas and providing wheel stops and interior curbing upon the Property shall be waived. The Preliminary Development Plan for Phase I also contem- plates a special use for an employee cafeteria /food service facility. Upon submission of a Final Development Plan for the entire Property or for portions thereof, which is substantially in conformance with the Preliminary Development Plan for Phase I approved hereby or in conformance with future Preliminary Development Plans, the Corporate Authorities shall adopt an ordinance or ordinances approving a Special Use for an 1 -1 Planned Unit Development (Industrial Planned Unit Development) upon the Property (the 0I -1 /PUD Ordinance ") or portions thereof. Said I -1/PUD Ordinance shall permit and authorize the development of the Property, in accordance with approved Preliminary and Final Development Plans, shall grant those variations described -9- N above in this Paragraph 5 and shall authorize any other action necessary to implement such Plans. In the event that the Concept Plan is to be accomplished in separate phases and the Developer, pursuant to said phasing and prior to construction of each phase, submits to the Corporate Authorities Final Development Plans applicable to distinct and separable phases of, and substantially in conformance with, any Preliminary Development Plan, the Corporate Authorities shall adopt ordinances as described above which are applicable to each such Final Development Plan. Said ordinances shall permit, grant or otherwise authorize any and all uses, structures or variations described above in this Paragraph 5 as said uses, structures or variations may be applicable to each submitted Final Development Plan. Because of the size of the proposed development, the uncertainty of the development of surrounding areas and the inability to determine the effect of development of surrounding areas upon the Property, the Owner retains the right, in accordance with the Planned Unit Development provisions of the Village's Zoning Ordinance, to seek to amend its Concept, Preliminary and Final Development Plans in a manner reasonably consistent with any such future developments in such adjacent areas or other changes in such Plans. The Village will expeditiously process such request in accordance with its Planned Unit Development procedures. 6. Hawthorne Lane. Pursuant to the terms of an Intergovernmental Preannexation Agreement between the Village and the Illinois State Toll Highway Commission, the Village has agreed to repair and maintain Hawthorne Lane as a public road and as an access road to the Deerfield Road -10- r� THIS SECOND AMENDMENT TO ANNEXATION AGREEMENT (the "Agreement ") is made and entered into as of this 3rd day of December, 1990, by and between the VILLAGE OF DEERFIELD, ILLINOIS, a municipal corporation (the "Village "), by and through its President and Board of Trustees (collectively, the "Corporate Authorities "); DEERFIELD- SAUNDERS JOINT VENTURE (the *Developer "), an Illinois general partnership, by LP Equity Associates Limited ( "Equity "), a Delaware limited partnership and the managing general partner o "• the Developer; and AMERICAN NATIONAL BANK AND TRUST COMPANY OF CHICAGO, as Trustee (the "Trustee ") under those certain Trust Agreements dated September 18, 1954, October 4, 1985, March 6, 1986, and November 11, 1988 and known respectively as Trust Nos. 62258, 65708, 66526, 107008 -05 (the "Trusts "; collectively, together with their respective successors and assigns, the Trusts are referred to as the "Owner "); and collectively the Village, the Corporate Authorities, the Developer and the Owner are sometimes referred to as the "Parties "). WITNESSETH WHEREAS, except with respect to the Marriott Property (defined in Paragraph 9 below), the Trusts are the successor owners to the "Owner" in the Original Annexation Agreement (defined below); and -WHEREAS, Trustee under Trust No. 62258 (the *Annexation Property Trust ") is the owner of record of approximately 10.63 acres of real estate located adjacent to and east of Saunders Road south of Deerfield Road, adjacent to the Tri -State Tollvay in Lake County, Illinois, which real estate along -vith the portion of Saunders Road adjoining said real estate totals 11.69 acres and is legally described on the Plat of Annexation which is attached hereto and made a part hereof as AR2endix A (the *Annexation Property "); and G shall adopt an ordinance or ordinances which shall rezone the Annexation Property to the I -1 Office, Research and Restricted Industrial toning district ( "i -1 District "). S. Approval of plans. The Village hereby approves the Concept Plan for the Undeveloped Property described herein, prow ded-t t Developer agrees any parking other parking lot improvements which are shown on the Concept Plan as being outside of the parking setback line shall be relocated within the parking setback -44n a parties agree that a erns an provisions of Paragraph S of the original Annexation Agreement (including, without limitation, all agreements concerning treatment of Preliminary and Final Development Plans, uses, setbacks, variations from the Village Zoning Ordinance, adoption of an I -1 /PUD Ordinance, phasing, and amendments to the Concept, Prelir..inary and Final Development Plans) shall apply unarended to the. Concept Plan and Undeveloped Property de d- -helpim - ax, "RL as fclLwow Day care facilities �hd Ete dining and cafeteria facilitie are authorized ted us on the Undeveloped Property, and health club uses) ze auth zc ized as a special fuse on the --Undeveloped Property. All such uses will be primarily for the convenience of tenants and their guests, but use of the day care facility need not be limited to tenants and their guests, and health club memberships may be available to the general public on a private membership basis. Developer acknowledges that if liquor is sold or served at any of the private dining or cafeteria facilities, then an appropriate liquor license must be obtained from the Village. The Village agrees to consider expeditiously any requests by Developer to increase the number of available liquor licenses so one is available for -this purpose, and thereafter to consider expeditiously an application for such license. As required pursuant to the terms of the original Annexation Agreement, all such uses shall be subject to Preliminary and Final Development Plan review, and Developer - 6 - agrees 'to furnish a traffic impact study respecting day care facilities if such use is included in any preliminary or Final Developnent plan submission. The Developer confirms that the parking requirements of the Original Annexation Agreement (including the requirements of 3.3 spaces per 1000 square feet of Gross Leaseable Area (defined herein as defined in Section 5 of -the Original Annexation Agreement) and landbanking of an additional .7 spaces per 1000 square feet of "gross building area" [used herein as described in Section 5 of the Original Annexation Agreement]) shall continue to apply to the Undeveloped Property, and that the Land Sank Area (defined herein as defined In Section 5 of the Original Annexation Agreement) will be shown on any Prelizinary or Final Development Plans that are subr..itted. In addition, it is agreed that as a result of the addition of the Annexation Property to the Property pursuant tc Paragraph 10 below, the Gross Lesseable Area of the Property shall increase by 165,217 square feet from 1,326,061 square feet (as permitted ty Paragraph 6 of the Original Annexation Agreement) to 1,511,279 square feet. 6. Exis:ina Uses on Annexation Property. It is understood that there is presently located on the Annexation Property a clubhouse with dining facilities, a swiaming pool, tennis courts, a golf driving range, and other related facilities (the "Existing Uses ") which are being operated by the Thorngate Country Club for the benefit of its members and their guests pursuant to a lease with the Annexation Property Trust (the "Thorngate Lease "), which lease expires on July 1, 1991 subject to extension rights to January 2, 1992. The Village agrees that for the duration of the Thorngate Lease including the extension rights thereunder the Thorngate Country Club shall be permitted to continue to operate the Annexation Property for its Existing Uses. The Village agrees that until January 1, 1991 the Thorngate Country Club may continue to serve liquor on the club premises to its members and guests pursuant to a liquor license issued by Lake County. It v N0V 131992 THIRD Aso mma To ANNEXATION AGRanua LE PARTNERS -DMG THIS THIRD AMENDMENT TO ANNEXATION AGREEMENT (the "Agreement ") is made and entered into as of this 5th day of October , 1992, by and between the VILLAGE OF DEERFIELD, ILLINOIS, a municipal corporation (the "Village'), by and through its President and Board of Trustees (collectively, the •Corporate Authorities'); DEERFIELD- SAUNDERS JOINT VENTURE (the "Developer"), an Illinois general partnership, by Diverse Real Estate Holdings Limited Partnership (formerly known as LP Equity Associates Limited), a Delaware limited partnership and the managing general partner of the Developer; and AMERICAN NATIONAL BANK AND TRUST COMPANY OF CHICAGO, as Trustee (the "Trustee ") under those certain Trust Agreements dated September 18, 1984, October 4, 1985, March 6, 1986, and November 11, 1988 and known respectively as Trust Nos. 62258, 65708, 66526, 107008 -05 (the "Trusts "; collectively, together with their respective successors and assigns, the Trusts are referred to as the "Owner'); and collectively the Village, the Corporate Authorities, the Developer and the Owner are sometimes referred to as the "Parties "). WHEREAS, the Parties or their predecessors entered into a certain Annexation Agreement (the 'Original Annexation Agreement') dated as of February 4, 1985 among the Village, the Developer, the Trustee under Trust Nos. 60644 and 62258 and Richard Frigo, as amended by a certain First Amendment to Annexation Agreement (the 'First Amendment') among the Village, the Developer, and the Trustee under Trust Nos. 62258, 65708, and 66526, and further amended by a certain Second Amendment to Annexation Agreement dated as of December 3, 1990 (the "Second Amendment") among the Parties hereto (the Original Annexation Agreement, First Amendment, and Second Amendment are collectively referred to as the 'Existing Annexation Agreement'; the Existing 9070219 Ver 2 10/6/92 14t21 Amendment). The Village hereby approves the renovation and reuse of the existing facilities on the Clubhouse Property for use as a day care facility and a health club (including use of the existing tennis courts and golf driving range, but excluding use of the existing swimming pool, which will be removed) on the terms and conditions set forth herein. Such approval constitutes the granting of a special use for such health club uses, it being understood that day care uses are a previously approved permitted use pursuant to the Second Amendment. 3. Amendment of Concept Plan. In order to implement use of the existing facilities on the Clubhouse Property, the Concept Plan for the Undeveloped Property set forth in the Second Amendment shall be amended as follows. It is agreed that the Revised Master Plan set forth in AR12endix B to this Third Amendment shall replace the Master Plan prepared by Hammond Beeby and Babka Incorporated dated August 8, 1990 set forth in ARDendix of the Second Amendment. Said Revised Master Plan shall supplement the Master Landscape Statement prepared by Johnson, Johnson & Roy, dated August 8, 1990 set forth in Appendix C of the Second Amendment to the extent said Revised Master Plan is inconsistent with such Master Landscape Statement. The Revised Utility Plan set forth in Appendix B to this Third Amendment shall supplement the Utility Plan prepared by SDI Consultants dated August 8, 1990 set forth in ADendix C of the Second Amendment to the extent said Revised Utility Plan is inconsistent with said original Utility Plan. It is understood that the building and parking setback requirements of the Concept Plan are modified to the extent necessary to accommodate the existing placement of the clubhouse building. In addition, Owner agrees that the required parking stall size for the health club and day care uses on the Clubhouse shall be 9 feet in width by 19'feet in length, but the 8 1/2 by 18 feet requirement in the Existing Annexation Agreement shall continue to apply to the remainder of the Undeveloped Property and to any redevelopment of the Clubhouse Property for uses other than health club and day care. 9D70219 vex 2 10/6/92 15:09 -4- t All references in the Annexation Agreement to the 'Concept Plan" shall include the above modifications. (If Owner and Developer cease to use the existing facilities on.the Clubhouse Property and cause such facilities to be removed, then the Owner and Developer may proceed under the Concept Plan as set forth in the Second Amendment without the requirement of further amendments to. the Annexation Agreement.) 0. Preliminary and Final Plan Approval. Concurrently herewith the Developer has requested and the Village shall adopt an ordinance amending the I -1 /PUD Ordinance for the Property to incorporate the aforementioned revisions to the Concept Plan and to grant to the Developer Preliminary and Final Development Plan approval (as defined by Section 12.9 -3 and 12.9 -6 of the Village Zoning Ordinance) for the renovation and use of the existing facilities on the Clubhouse Property for such day care and health club uses, all pursuant to the plans and testimony presented to the Plan Commission and Board of Trustees. Said I -1 /PUD Ordinance shall permit and authorize development of the Property in accordance with the approved Preliminary and Final Plans, and shall grant such variations as may be required to implement said Preliminary and Final Development Plan. Said I -1 /PUD Ordinance may be amended in accordance with the Village's Planned Unit Development procedures without amending the Annexation Agreement so long as such amendments are reasonably consistent with the Concept Plan. 5. Reaffirmation. All of the terms, conditions, agreements and provisions set forth in the Annexation Agreement, as hereby amended, shall be and they hereby are reaffirmed, ratified, confirmed in their entirety and incorporated herein by reference as if fully set forth herein. 6. Trustee's Exculpation. This Agreement is executed by the Trustee as trustee. No personal liability under this Agreement shall be asserted against said trustee, all such personal liability being expressly waived and any liability for a breach of this Agreement or any of the covenants, undertakings 0010219 Ver 2 10/6/92 15:09 - 5 -