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O-01-39
VILLAGE OF DEERFIELD LAKE AND COOK COUNTIES, ILLINOIS ORDINANCE NO. 0-01-39 AN ORDINANCE AUTHORIZING AN AMENDMENT TO A SPECIAL USE AND APPROVAL OF A FINAL DEVELOPMENT PLAN FOR DEERBROOK MALL PASSED AND APPROVED BY THE PRESIDENT AND BOARD OF TRUSTEES OF THE VILLAGE OF DEERFIELD, LAKE AND COOK COUNTIES, ILLINOIS, this 19th day of November , 2001. Published in pamphlet form by authority of the President and Board of Trustees of the Village of Deerfield, Lake and Cook Counties, Illinois, this 20th day of November , 2001. VILLAGE OF DEERFIELD LAKE AND COOK COUNTIES, ILLINOIS ORDINANCE NO. 0-01-39 AN ORDINANCE AUTHORIZING AN AMENDMENT TO A SPECIAL USE AND APPROVAL OF A FINAL DEVELOPMENT PLAN FOR DEERBROOK MALL WHEREAS, the Plan Commission of the Village of Deerfield has held a public hearing on the application of the Owner (the "Applicant ") of certain property legally described on Exhibit A attached hereto (the "Subject Property ") for approval of a Final Development Plan for the Subject Property attached hereto and made a part hereof as Exhibit B (the Final Development Plan) as an Amended Special Use of the Subject Property authorizing and permitting the redevelopment of the Subject Property as a Special Use Planned Unit Development under and pursuant to the provisions of Article 5.02 -C,9, Article 12.05, Article 12.09 and Article 13.11 of the Zoning Ordinance of the Village of Deerfield, as amended; and WHEREAS, said public hearing was held pursuant to public notice duly given in the time and manner provided by law; and, WHEREAS, the Plan Commission of the Village of Deerfield, after considering the previously approved preliminary development plan for the Subject Property, and the evidence and supporting materials offered at said hearing, made written findings of fact and recommendations to the President and Board of Trustees of the Village of Deerfield that the Final Development Plan is in substantial conformance with the previously approved preliminary development plan, and that an Amended Special Use should be granted authorizing and permitting the redevelopment of the Subject Property in accordance with the said Final Development Plan attached hereto and made a part hereof as Exhibit B; and, WHEREAS, the President and Board of Trustees of the Village of Deerfield have considered and reviewed the Final Development Plan, supporting materials submitted by the Applicant, and the findings of fact and recommendations of the Plan Commission of the Village of Deerfield; and, WHEREAS, the President and Board of Trustees of the Village of Deerfield are of the opinion that the best interests of the Village will be served by the approval of said Final Development Plan as an Amended Special Use of the Subject Property in the C -2 Outlying Commercial District authorizing and permitting the redevelopment of the Subject Property in accordance with the Final Development Plan attached hereto and made a part hereof as Exhibit B, and with the supporting materials submitted by the Applicant which are incorporated herein and made a part hereof by this reference; NOW, THEREFORE, BE IT ORDAINED BY THE PRESIDENT AND BOARD OF TRUSTEES OF THE VILLAGE OF DEERFIELD, LAKE AND COOK COUNTIES, ILLINOIS, in the exercise of its home rule powers, as follows: SECTION 1: That the President and Board of Trustees do hereby affirmatively find that the Final Development Plan of the Subject Property, hereby authorized as an Amended Special Use of the Subject Property in the C -2 Outlying Commercial District, fully complies with the requirements and standards set forth in Article 5.02 -C,9, Article 12.05, Article 12.09 and Article 13.11 of the Zoning Ordinance of the Village of Deerfield. SECTION 2: That the President and Board of Trustees do hereby authorize and approve the Final Development Plan attached hereto and made a part hereof as Exhibit B as an Amended Special Use of the Subject Property in the C -2 Outlying Commercial District, subject to the conditions, regulations and restrictions set forth in Section 3 of this Ordinance. SECTION 3: That the approval and authorization of said Final Development Plan and Amended Special Use hereby granted is subject to the following conditions: A. That the construction, development and use of the Subject Property for said Amended Special Use shall be in accordance with the documents, materials and exhibits comprising the Final Development Plan for the Subject Property attached hereto and made a part hereof as Exhibit B. B. That the construction, development and use of the Subject Property for said Amended Special Use shall be in accordance with the terms of a Development Agreement between the Applicant and the Village. C. That the easternmost Lake -Cook access driveway serving the Subject Property will be revised to permit only right -out turning movements for vehicles exiting from the Subject Property. D. Dual left -turn lanes exiting the Subject Property will be provided at the Chestnut and Waukegan Road signalized intersection. E. The gross leaseable area (GLA) of the proposed shopping center shall not exceed 623,671 square feet. F. That Outlot A and/or Outlot B shall be constructed, developed and used for a retail commercial use. G. That at no time shall both Outlot A and Outlot B be constructed, developed and/or used for restaurant purposes. H. Applicant will provide right -turn deceleration lanes on southbound Waukegan Road as provided in the Final Development Plan, subject to approval of the highway authority. I. All representations submitted and made by the Applicant to the Plan Commission and to the President and Board of Trustees. Applicant's initial and continued compliance with the recommendations of the Appearance Review Commission. K. Applicant's compliance with all other applicable provisions of the Zoning Ordinance of the Village of Deerfield. SECTION 4: That the following variations from the strict compliance with the regulations of the C -2 Outlying Commercial District are hereby granted and authorized: A. Applicant shall provide 2,804 parking spaces serving the Subject Property as provided in the Final Development Plan, which total includes 166 land banked spaces which Applicant shall improve and provide upon written notice from the Village. B. The maximum lot coverage of 30% is varied to allow a maximum lot coverage of 31.4% in accordance with the Final Development Plan. C. A variation from the requirement of 9 -foot wide parking spaces is hereby granted to allow 285 employee parking spaces 8 feet, 6 inches wide. D. A variation is granted to allow parking spaces to be within five feet (5) of the Subject Property lot line as provided in the Final Development Plan. E. A variation is hereby granted to approve parking area screening as provided in the Landscape Plans included as part of the Final Development Plan. F. The sign modifications attached hereto-as Exhibit C be and the same are hereby approved. SECTION 5: That the Final Development Plan hereby approved and authorized as an Amended Special Use of the Subject Property shall be binding upon and inure to the benefit of Applicant's successors, grantees, transferees and assigns, and any violation of the conditions hereinabove set forth by the Applicant or its successors, grantees, transferees or assigns shall authorize the revocation of the Amended Special Use hereby authorized. SECTION 6: That the Village Clerk is hereby authorized and directed to publish this Ordinance in pamphlet form and to record this Ordinance in the office of the Recorder of Deeds of Cook County, Illinois, at Applicant's expense. SECTION 7: That this Ordinance, and each of its terms, shall be the effective legislative act of a home rule municipality without regard to whether such Ordinance should: (a) contain terms contrary to the provisions of current or subsequent non - preemptive state law; or, (b) legislate in a manner or regarding a matter not delegated to municipalities by state law. It is the intent of the corporate authorities of the Village of Deerfield that to the extent that the terms of this Ordinance should be inconsistent with any non - preemptive state law, this Ordinance shall supersede state law in that regard within its jurisdiction. SECTION 8: That this Ordinance shall be in full force and effect from and after its passage, approval and publication as provided by law. PASSED this 19th day of November , 2001. AYES: Ragona,, Rosenthal:;, Seiden, Swanson; - Wylie (5)` NAYS: None (0 ) ABSENT: Kayne (0 ) ABSTAIN: None APPROVED this 1 ATTEST: Village Clerk DEVELOPMENT AGREEMENT THIS DEVELOPMENT AGREEMENT ( "Agreement ") entered into this 19th day of November , 2001, by and between GATEWAY FAIRVIEW, INC, a California corporation (referred to alternatively as the "Owner" or the "Developer "), and the VILLAGE OF DEERFIELD, an Illinois municipal corporation (the "Village "). RECITALS WHEREAS, Owner holds title to a certain parcel of property with an area of approximately 47.5 acres at the southwest comer of Lake Cook Road and Waukegan Road, Deerfield, Illinois, which is legally described on Exhibit A attached hereto and made a part hereof (the "Subject Property"); and, WHEREAS, the Subject Property is improved with a shopping center commonly known as Deerbrook Mall which currently contains approximately 622,421 square feet of gross building area and parking for 2,624 vehicles (the "Center"), as more particularly shown on the Existing Site Plan, Sheet A -1, prepared by Loebl Schlossman & Hackl for the Deerbrook Mall Redevelopment, bearing a last revision date of 06/13/01, which is incorporated and made a part of this Agreement by this reference; and, WHEREAS, .Owner and SEARS ROEBUCK AND CO., a New York corporation ( "Sears ") have proposed a project to construct a new Sears "the great indoors" store on a portion of the Subject Property previously occupied by a Service Merchandise store and the current Sportmart store, and to substantially redevelop and rehabilitate the Center including the relocation or reconfiguration of existing tenants, renovation and rehabilitation of certain common areas, landscape improvements, parking lot improvement, stormwater drainage improvements, traffic imprpvements and other public improvements, all in accordance with final development plans and a Development Agreement (the "Project ") to be approved by the Village; and, WHEREAS, Owner has represented to the Village that economic assistance from the Village is required for the Project, and that, but for such economic assistance, the Project would not be economically viable. WHEREAS, the Village has determined that the Project will improve the appearance, functionality and competitive position of the Center and of the retailers presently doing business in the Center, that the Project will strengthen the commercial sector of the Village, that the Project will enhance the tax base of the Village,. and that without economic assistance from the Village that the Project would not be feasible; and, WHEREAS, the Village entered into a certain Economic Incentive Agreement with the Owner dated September 19, 2001 and authorized by Ordinance No. 0 -01 -31 providing for certain incremental sales tax payments to the Owner pursuant to said Agreement, provided that the Project is constructed in accordance with final development plans and a Development Agreement approved by the Village for the Project; and, . WHEREAS, the Board of Trustees of the Village of Deerfield (the "Corporate Authorities "), having reviewed the report and recommendation of the Plan Commission of the 561675.v3: 100601/010 Village of Deerfield, approved the Economic Incentive Agreement and granted Developer's request for approval of a preliminary development plan for the Project at their rescheduled regular meeting of September 19, 2001; and, WHEREAS, the Developer has submitted various plans, elevations, schedules, specifications and other documents comprising its Final Development Plan, as that term is defined in the Village Zoning Ordinance, to the Village Plan Commission which has issued its recommendation for approval; and WHEREAS, pursuant to the terms of the Village Zoning Ordinance, the Developer has petitioned the Village for an amendment to the Special Use for the Subject Property and for approval of its Final Development Plan to authorize and permit the development and use of the Project as a Special Use Planned Unit Development of the Subject Property in the C -2 Outlying Commercial District; and WHEREAS, the Corporate Authorities of the Village have received and approved the favorable recommendation of the Village Plan Commission relating to the petition submitted by the Developer, and have determined that the best interests of the Village will be served by amending the Special Use for the Subject Property and approving the Final Development Plan to authorize and permit the development and use of the Project pursuant to the Final Development Plan as a Special Use Planned Unit Development of the Subject Property in the C -2 Outlying Commercial District, subject to the provisions of Village Ordinance No. 0- 01- 3 %nd WHEREAS, the Corporate Authorities of the Village have adopted_ or, contemporaneously with the adoption of this Agreement will adopt, all necessary ordinances, passed all necessary motions, and otherwise granted all necessary approvals: (i) authorizing the Amended Special Use for the Subject Property; (ii) approving the Developer's Final Development Plan; and (iii) granting certain exceptions from the Deerfield Development Code; and WHEREAS, the Village has heretofore adopted the Village of Deerfield Development Code (the "Development Code ") by Ordinance No. 93 -53 which, among other things, requires that the Village and a developer enter into a development agreement relative to the development of the certain types of properties located within the Village, including developments such as the Project proposed by the Developer for Subject Property; and . WHEREAS, in accordance with Article III of the ' Development Code, this Agreement has been reviewed by the Director of Community Development and the Village Engineer, who have made recommendations to the President and Board of Trustees of the Village of Deerfield; and WHEREAS, the parties now desire to enter into this Development Agreement, pursuant to the applicable provisions of the Development Code, for the purposes set forth in the Development Code. IT IS THEREFORE AGREED by and between the parties hereto, as follows: 561675.v3: 100601/010 2 AGREEMENTS: 1. Incorporation of Recitals and Exhibits. The above and foregoing recitals, being material to this Agreement, are hereby incorporated and made a part of this Agreement as if fully set forth herein. The Exhibits attached to this Agreement are expressly incorporated herein. 2. Identification of Development/Improvement Plan. A. For purposes of this Agreement, the "Development Plan" for the Subject Property shall consist of the documents listed on Exhibit B hereto, which documents have been approved by the President and Board of Trustees pursuant to the Development Code are which hereby incorporated and made a part of this Agreement by this reference. B. In accordance with Section 3 -101 -B of the Development Code, the Developer has provided the Village Engineer and the Director of Community Development with copies of a Final Improvement Plan as' a part of its Development Plan. The term "Improvement Plan" when used herein shall include only those documents and/or plans or those specific parts of documents and/or plans listed in Exhibit C that depict public or private improvements as they are defined and specifically identified hereafter. The Village Engineer and the Director of Community Development have reviewed said Improvement Plan and they have provided the Plan Commission and President and Board of Trustees with a letter indicating their recommendations regarding the Improvement Plan. The Village Engineer has also provided the President and Board of Trustees with a letter indicating receipt and approval of all of the appropriate final engineering plans. Said final engineering plans are identified as a part of Exhibit C. The Developer agrees to grant to the Village all easements reasonably requested by the Village which are related to the Improvement Plan. In addition, the Village reserves the right to review and approve all third party easements and cross easements related to the Improvement Plan. 3. Site Development Schedule. In accordance with Section 3- 102- B(4)(a) of the Development code, the, development of the Subject Property will proceed substantially in accordance with the schedule attached hereto as Exhibit D and made a part hereof. The parties recognize and acknowledge that this development schedule is subject to variables relating to weather, strikes, work stoppages, acts of God and other matters outside of the reasonable control of the Developer, Sears or their contractors and subcontractors. 4. Improvement Plan Details. In accordance with Section 3- 102- B(4)(b) of the Development Code, all proposed improvements are depicted and detailed on the Improvement Plan attached hereto as Exhibit C. 5. Performance Guaranty. Except as provided in the following Paragraphs A and B, Developer shall submit a performance guarantee as required by Article IV of the Development Code. A. In accordance with Article IV and Section 3- 102- B(4)(c) of the Development Code, Developer shall provide to Village, in a form satisfactory to the Village, an irrevocable commercial letter of credit equal to 110% of the total cost estimate set forth in 561675A: 100601/010 3 Exhibit C for utilities, above - ground parking lots, drainage, landscaping, sidewalks and fencing (the "Guaranteed Improvements ") which are described on Exhibit C attached hereto. B. At the time that Developer completes Guaranteed Improvement(s) in accordance with the Improvement Plan and makes payments for such Guaranteed Improvement(s) and partial reduction of the letter of credit, Developer shall provide Village with documentation: (i) identifying the specific Guaranteed Improvements completed by Developer, (ii) the estimated cost for such Guaranteed Improvements, (iii) certificates from the Inspecting Engineer (defined below) that such Guaranteed Improvements have been fully and satisfactorily completed, (iv) all' appropriate contractor and/or subcontractor lien waivers for the work performed and materials supplied for the specific Guaranteed Improvements, and (v) such other and further invoices, bills, contracts or documentation as the Village shall reasonably request to evidence completion of the Guaranteed Improvements in accordance with the Improvement Plan. Except as expressly modified herein, all reductions and the final discharge of the letter of credit shall be in accordance with Sections 4 -107 and 4 -109 of the Development Code. 6. Inspecting Engineer. Pursuant to Section 4 -106 of the Development Code, the Village Engineer, or any mutually acceptable registered professional engineering firm designated by the Village Engineer, shall be the "Inspecting Engineer" authorized to ensure that the development complies with the approved Improvement Plan, the Village Standards and Specification Manual and this Agreement. To the extent that the Village Engineer designates a professional engineering firm to serve as the Inspecting Engineer, such Inspecting Engineer shall invoice the Village for engineering services rendered and the Developer shall promptly reimburse the Village for such engineering fees and costs. 7. Driveways. Both parties recognize that the Illinois Department of Transportation ( "IDOT ") must approve all curb cuts and driveways exiting onto Waukegan Road, and the Cook County Highway Department ( "CCHD ") must approve all curb cuts and driveways exiting onto Lake -Cook Road. The parties- agree that: (i) the easternmost Lake -Cook Road access driveway will be revised to permit only right -out turning movements from the Center; (ii) the northernmost Waukegan Road access driveway will be revised to permit only right -out turning movements from the Center; (iii) the Waukegan Road access driveway at Chestnut Street (opposite the entrance to Countryside Estates subdivision) will be revised to provide three traffic lanes for motor vehicles exiting the Center including two (2) left -out turning lanes; and (iv) that Waukegan Road shall be improved with two (2) southbound right turn deceleration lanes approaching the Waukegan Road access driveways serving the Center, in addition to the one (1) deceleration lane that currently exists. Said improvements shall be provided by Developer, at Developer's sole cost, in accordance with improvement plans approved by the Village and the applicable highway authority. 8. Remedies. Upon the occurrence of a breach of this Agreement, any party in a court of competent jurisdiction may obtain all appropriate relief, including but not limited to specific performance, injunction or damages. Notwithstanding the foregoing, before the failure of any party to perform its obligation under this Agreement may be considered a breach, the party claiming such failure shall notify, in writing, the party alleged to have failed to perform, and shall demand performance. No breach may be found to have occurred if performance has commenced to the reasonable satisfaction of the complaining party within thirty (30) days of 561675A: 100601/010 4 .. ! . . receipt of such notice and if the failing party proceeds diligently and expeditiously to cure such failure. 9. Compliance with Other Rules and Regulations. Except as specifically provided herein, the development of the Subject Property shall proceed in accordance with the ordinances described herein above and with applicable provisions of the Municipal Code of the Village of Deerfield of 1975, as amended. 10. Successors. Assigns and Grantees. This Agreement shall be binding upon and inure to the benefit of the parties hereto and their respective successors, assigns and grantees. 11. Captions. The captions herein are inserted for the convenience of the parties and are not to be construed as an integral part of the Agreement. 12. Governing Law. This Agreement shall be governed by and construed in accordance with Illinois law. 13: Authority. The parties warrant and represent that they have the power and authority to enter into this Agreement in the names, titles and capacities herein stated. 14. Notices. All notices, elections and other communications between the parties hereto shall be in writing and shall be mailed by certified mail, return receipt requested, postage prepaid or delivered personally to the parties at the following addresses, or to such other addresses as the parties by "notice" shall designate: If to the Village: Village of Deerfield 850 Waukegan Road Deerfield, Illinois 60015 Attn: Village Manager To the Owner or Developer: Lend Lease Real Estate Investments, Inc. One North Wacker Drive Suite 800 Chicago, IL 60606 Attn: William J. Horvath 561675A: 100601 /010 5 with a copy to: Peter Coblentz Rosenthal, Murphey, Coblentz & Janega 30 North LaSalle Street, Suite 1624 Chicago, Illinois 60602 With copies to: Gateway Fairview, Inc. Gateway Plaza 300 N. Lake Avenue Pasadena, CA 91101 -4199 Attn: Chief Counsel Bovis/Lend Lease One North Wacker Drive Suite 850 Chicago, IL 60606 Attn: Michael McCall D'Ancona & Pflaum LLC 111 East Wacker Drive Suite 2800 Chicago, Illinois 60601 Attn: Lawrence J. Moss 15. Severability. If any provision, covenant, agreement or portion of this Agreement is held invalid, such invalidity shall not affect the application or validity of such other provisions, covenants or portions of this Agreement. 16. Conflict. To the extent this is a conflict between this Agreement and the Economic Incentive Agreement, the Economic Incentive Agreement shall prevail. IN WITNESS WHEREOF, the parties hereto have set their hands and seals on the day and year first above written. ATTEST: �yU— L- --AGE'O`� DEE.REIELD� Lake and Cook _,,- `° Counties,,�ll.it ois, a municipal corporation illage Clerk GATEWAY FAIRVIEW, INC, a California Corporat' By: Its: VICE PRESIDENT, ASST SECRETARY & ASST TREASURER 561675.v3: 100601/010 6 SCHEDULE OF EXHIBITS Exhibit A Legal Description of Subject Property Exhibit B Documents Comprising Final Development Plan Exhibit C Documents Comprising Improvement Plan Exhibit D Site Development Schedule 561675.v3: 100601/010 1 7 EXHIBIT A Legal Description TRACT A: THAT PART OF THE NORTHEAST 1/4 OF SECTION 4, TOWNSHIP 42 NORTH, RANGE 12, EAST OF THE THIRD PRINCIPAL MERIDIAN, DESCRIBED AS FOLLOWS: BEGINNING AT THE INTERSECTION OF THE NORTH LINE OF THE NORTHEAST 1/4 OF SAID SECTION 4 AND THE CENTER LINE OF WAUKEGAN ROAD; THENCE WEST ON THE NORTH LINE OF THE NORTHEAST 1/4 OF SAID SECTION 4, 793.80 FEET, SAID POINT BEING ON THE EASTERLY LINE EXTENDED NORTHERLY OF DOWNEY'S COUNTRY HOME ADDITION TO DEERFIELD, A SUBDIVISION OF PART OF THE NORTH 1/2 OF SECTION 4, TOWNSHIP 42 NORTH, RANGE 12, EAST OF THE THIRD PRINCIPAL MERIDIAN; THENCE SOUTHERLY ON THE EASTERLY LINE OF SAID DOWNEY'S COUNTRY HOME ADDITION TO DEERFIELD, 1174 FEET TO THE SOUTHEASTERLY CORNER OF SAID SUBDIVISION; THENCE EAST PARALLEL TO THE NORTH LINE OF THE NORTHEAST 1/4 OF SAID SECTION 4, 830.09 FEET TO THE CENTER OF WAUKEGAN ROAD; THENCE NORTHERLY ON THE CENTER LINE OF WAUKEGAN ROAD 1190.4 FEET TO THE POINT OF BEGINNING, (EXCEPTING FROM THE ABOVE TRACT OF LAND THE NORTH 50 FEET AND THE EASTERLY 50 FEET THEREOF DEDICATED FOR PUBLIC HIGHWAY), IN COOK COUNTY, ILLINOIS. TRACT B: THAT PART OF THE NORTH 1/2 OF SECTION 4, TOWNSHIP 42 NORTH, RANGE 12, EAST OF THE THIRD PRINCIPAL MERIDIAN, LYING EASTERLY AND NORTHERLY OF THE NORTHERN ILLINOIS TOLL HIGHWAY DESCRIBED AS: COMMENCING AT THE POINT OF INTERSECTION OF A LINE 1576 FEETNORTH OF AND PARALLEL WITH THE EAST AND WEST QUARTER SECTION LINE OF SAID SECTION 4, WITH A LINE 33 FEET WESTERLY OF (MEASURED PERPENDICULARLY) AND PARALLEL WITH THE CENTER LINE (AS OCCUPIED) OF WAUKEGAN ROAD (FORMERLY STATE ROAD), THENCE WEST ALONG SAID LINE 1576 FEET NORTH AND PARALLEL WITH SAID QUARTER SECTION LINE 1622.35 FEET TO ITS POINT OF INTERSECTION WITH THE EASTERLY RIGHT OF WAY LINE OF THE CHICAGO, MILWAUKEE, ST. PAUL AND PACIFIC RAILROAD; THENCE SOUTH 25 DEGREES 13 NI MUTES 30 SECONDS EAST ALONG SAID EASTERLY RIGHT OF WAY LINE 364.88 FEET TO ITS POINT OF INTERSECTION WITH THE NORTHEASTERLY RIGHT OF WAY LINE OF SAID TOLL ROAD; THENCE SOUTH 59 DEGREES 08 MINUTES 30 SECONDS EAST ALONG THE NORTHEASTERLY LINE OF SAID TOLL ROAD 737.445 FEET; THENCE NORTH 64 DEGREES 46 MINUTES 30 SECONDS EAST 433.887 FEET; THENCE NORTH 25 DEGREES 13 MINUTES 30 SECONDS WEST, 75.00 FEET; THENCE NORTH 64 DEGREES 46 MINUTES 30 SECONDS EAST, 629.232 FEET TO ITS POINT OF INTERSECTION WITH SAID LINE 33 FEET WESTERLY OF AND PARALLEL WITH THE CENTER LINE OF WAUKEGAN ROAD; THENCE NORTH 27 DEGREES 07 MINUTES 05 SECONDS WEST ALONG SAID PARALLEL LINE 210.56 FEET TO THE POINT OF 561675.v3: 100601/010 A -1 BEGINNING, TOGETHER WITH THAT PART, IF ANY, OF SECTION 4, TOWNSHIP 42 NORTH, RANGE 12, EAST OF THE THIRD PRINCIPAL MERIDIAN, DESCRIBED AS FOLLOWS: A STRIP OF LAND LYING BETWEEN THE EAST LINE OF THE CHICAGO, MILWAUKEE AND ST. PAUL RAILROAD RIGHT OF WAY AND A LINE 33 FEET WESTERLY OF (MEASURED PERPENDICULARLY) AND PARALLEL WITH THE CENTER LINE (AS OCCUPIED) OF WAUKEGAN ROAD (FORMERLY STATE ROAD) NORTH OF A LINE 1576 FEET NORTH OF AND PARALLEL WITH THE EAST AND WEST QUARTER SECTION LINE OF SAID SECTION 4, AND SOUTH OF THE SOUTH LINE OF DOWNEY'S COOK COUNTY HOME ADDITION TO DEERFIELD AND SAID. SOUTH LINE EXTENDED EASTERLY, A SUBDIVISION OF PART OF THE NORTH 1/2 OF SAID SECTION 4, (EXCEPT THAT PART OF THE NORTH 1/2 OF SECTION 4, TOWNSHIP 42 NORTH, RANGE 12, EAST OF THE THIRD PRINCIPAL MERIDIAN, LYING EASTERLY AND NORTHERLY OF THE NORTHERN ILLINOIS TOLL HIGHWAY, DESCRIBED AS FOLLOWS: COMMENCING AT THE POINT OF INTERSECTION OF A LINE 1576 FEET NORTH OF AND PARALLEL WITH THE EAST AND WEST QUARTER SECTION LINE OF SAID SECTION 4 WITH A LINE 33 FEET WESTERLY OF AND PARALLEL WITH THE CENTER LINE (AS OCCUPIED) OF WAUKEGAN ROAD(FORMERLY STATE ROAD); THENCE SOUTH 27 DEGREES 07 MINUTES 5 SECONDS EAST ALONG SAID PARALLEL LINE 33 FEET WESTERLY OF SAID CENTER LINE 210.56 FEET; THENCE SOUTH 64 DEGREES 46 MINUTES 30 SECONDS WEST 629.232 FEET; THENCE SOUTH 25 DEGREES 13 MINUTES 30 SECONDS EAST 75.00 FEET FOR A POINT OF BEGINNING OF THE PARCEL OF LAND DESCRIBED HEREBY; THENCE SOUTH 64 DEGREES 46 MINUTES 30 SECONDS WEST 433:887 FEET TO A POINT OF INTERSECTION WITH THE NORTHEASTERLY LINE OF SAID TOLL HIGHWAY SAID POINT BEING 737.445 FEET SOUTHEASTERLY OF (AS MEASURED ALONG SAID NORTHEASTERLY LINE) ITS POINT OF INTERSECTION WITH THE EASTERLY RIGHT OF WAY LINE OF THE CHICAGO, MILWAUKEE, ST. PAUL AND PACIFIC RAILROAD; THENCE NORTH 59 DEGREES 08 MINUTES 30 SECONDS WEST IN SAID NORTHEASTERLY LINE 1.3.773 FEET; THENCE NORTH 64 DEGREES 46 MINUTES 30 SECONDS EAST 441.573 FEET; THENCE SOUTH 25 DEGREES 13 MINUTES 30 SECONDS EAST 11.43 FEET TO THE POINT OF BEGINNING), IN COOK COUNTY, ILLINOIS. TRACT C: PARCEL 1: THAT PART OF THE NORTH 1/2 OF SECTION 4, TOWNSHIP 42 NORTH, RANGE 12, EAST OF THE THIRD PRINCIPAL MERIDIAN, LYING EASTERLY AND NORTHERLY OF THE NORTHERN ILLINOIS TOLL HIGHWAY DESCRIBED AS FOLLOWS: COMMENCING AT THE POINT OF INTERSECTION OF A LINE 1576 FEET NORTH OF AND PARALLEL WITH THE EAST AND WEST QUARTER SECTION LINE OF SAID SECTION 4 WITH A LINE 33 FEET WESTERLY OF AND PARALLEL WITH THE CENTER LINE (AS OCCUPIED) OF WAUKEGAN ROAD(FORMERLY STATE ROAD); THENCE SOUTH 27 DEGREES 07 MINUTES 5 SECONDS EAST ALONG SAID PARALLEL LINE 33 FEET WESTERLY OF SAID CENTER LINE 210.56 FEET; THENCE SOUTH 64 DEGREES 46 MINUTES 30 SECONDS WEST 629.232 FEET; THENCE SOUTH 25 DEGREES 13 MINUTES 30 SECONDS EAST 75.00 FEET FOR A POINT OF BEGINNING OF THE PARCEL OF LAND DESCRIBED HEREBY; THENCE SOUTH 64 561675.v3: 100601/010 A -2 y DEGREES 46 MINUTES 30 SECONDS WEST 433.887 FEET TO A POINT OF INTERSECTION WITH THE NORTHEASTERLY LINE OF SAID TOLL HIGHWAY SAID POINT BEING 737.445 FEET SOUTHEASTERLY OF (AS MEASURED ALONG SAID NORTHEASTERLY LINE) ITS POINT OF INTERSECTION WITH THE EASTERLY RIGHT OF WAY LINE OF THE CHICAGO, MILWAUKEE, ST. PAUL AND PACIFIC RAILROAD; THENCE NORTH 59 DEGREES 08 MINUTES 30 SECONDS WEST IN SAID NORTHEASTERLY LINE 13.773 FEET; THENCE NORTH 64 DEGREES 46 MINUTES 30 SECONDS EAST 441.573 FEET; THENCE SOUTH 25 DEGREES 13 MINUTES 30 SECONDS EAST 11.43 FEET TO THE POINT OF BEGINNING, IN-COOK COUNTY, ILLINOIS. PARCEL 2: THAT PART OF THE NORTH 1/2 OF SECTION 4, TOWNSHIP 42 NORTH, RANGE 12, EAST OF THE THIRD PRINCIPAL MERIDIAN, LYING EASTERLY AND NORTHERLY OF THE NORTHERN ILLINOIS TOLL HIGHWAY DESCRIBED AS: COMMENCING AT THE POINT OF INTERSECTION OF A LINE 1576 FEET NORTH OF AND PARALLEL WITH THE EAST AND WEST QUARTER SECTION LINE OF SAID SECTION 4 WITH A LINE 33 FEET WESTERLY OF AND PARALLEL WITH THE CENTER LINE (AS OCCUPIED) OF WAUKEGAN ROAD(FORMERLY STATE ROAD); THENCE SOUTH 27 DEGREES 07 MINUTES 05 SECONDS EAST ALONG SAID PARALLEL LINE 33 FEET WESTERLY OF SAID CENTER LINE 210.56 FEET FOR A POINT OF BEGINNING OF THE PARCEL OF LAND DESCRIBED HEREBY; CONTINUING THENCE SOUTH 27 DEGREES 07 MINUTES 05 SECONDS EAST ALONG SAID PARALLEL LINE 816.02 FEET TO A POINT 398.48 FEET SOUTHEASTERLY OF THE INTERSECTION OF THE LAST SAID PARALLEL LINE WITH A LINE 559.06 FEET SOUTH OF AND PARALLEL WITH SAID LINE 1576 FEET NORTH OF AND PARALLEL WITH SAID QUARTER SECTION LINE; THENCE SOUTH 85 DEGREES 48 MINUTES 35 SECONDS WEST 855.62 FEET TO A POINT OF INTERSECTION WITH THE NORTHEASTERLY RIGHT OF WAY LINE OF SAID TOLL ROAD, SAID POINT BEING 813.39 FEET SOUTHEASTERLY OF (MEASURED IN THE SAID NORTHEASTERLY LINE) ITS POINT OF INTERSECTION WITH SAID LINE 559.06 FEET SOUTH OF SAID LINE 1576 FEET NORTH OF SAID QUARTER SECTION LINE; THENCE NORTH 59 DEGREES 08 MINUTES 30 SECONDS WEST IN SAID NORTHEASTERLY LINE 522.355 FEET, TO A POINT 737.445 FEET SOUTHEASTERLY (AS MEASURED ALONG SAID LINE) FROM ITS INTERSECTION WITH THE EASTERLY RIGHT OF WAY LINE OF THE CHICAGO, MILWAUKEE, ST. PAUL AND PACIFIC RAILROAD: THENCE NORTH 64 DEGREES 46 MINUTES 30 SECONDS EAST 433.887 FEET; THENCE NORTH 25 DEGREES 13 MINUTES 30 SECONDS WEST 75 FEET; THENCE NORTH 64 DEGREES 46 MINUTES 30 SECONDS EAST 629.232 FEET TO THE POINT OF BEGINNING, IN COOK COUNTY, ILLINOIS. 561675A: 100601/010 1 A -3 EXHIBIT B Documents Comprising Final Development Plan A -1 Existing Site Plan by Loebl Schlossman & Hackl dated 06/13/01. C -1 Final Site Plan dated 08- 28 -01, revised 10- 04 -01. L -1 Existing Vegetation Inventory, Preservation and Removal Plan by Ives/Ryan Group, Inc., dated 4 -3 -01, revised 8- 30 -01. L -2 Final Master Landscape Plan by Ives/Ryan Group, Inc., dated 4 -3 -02, revised 8- 30 -01. L -3 Final Detailed Landscape Plan by Ives/Ryan Group, Inc., dated 4 -3 -01, revised 8- 30 -01. L -4 Final Detailed Landscape Plan by Ives/Ryan Group, Inc., dated 4 -3 -01, revised 8- 30 -01. L -5 Final Detailed Landscape Plan by Ives/Ryan Group, Inc., dated 4 -3 -01, revised 8- 30 -01. A -010 The Great Indoors - First Floor Dimension Plan by Carter & Burgess, Inc., dated 10- 26 -01. A -109 The Great Indoors - Fixture Plan by Carter & Burgess, Inc., dated 9 -28- 01. The Great Indoors - Parking Garage Elevation by Carter & Burgess, Inc., dated May 29, 2001. The Great Indoors - Concept Elevations by Carter & Burgess, Inc., dated June 13, 2001. A -3 Existing East Elevations by Loebl Schlossman & Hackl, revised 09/13/01. A -4 Proposed East Elevation by Loebl Schlossman & Hackl, revised 09/13/01. A -5 Best Buy Floor Plan by Loebl Schlossman & Hackl, revised 09/13/01. A -6 Best Buy East Elevation by Loebl Schlossman & Hackl, revised 09/13/01. A -7 Interior Mall Exterior Elevations by Loebl Schlossman & Hackl, revised 09/13/01. A -7a Proposed Elevations Enlarged by Loebl Schlossman & Hackl, revised 09/13/01. 561675.x3: 100601/010 B -1 A -8 Relocated Sportmart Demo Plan, Floor Plan by Loebl Schlossman & Hackl, revised 03/19/01. A -9 Relocated Sportmart Elevations by Loebl Schlossman & Hackl, revised 09/13/01.. A -10 North Portion Elevations by Loebl Schlossman & Hackl, revised 09/13/01. JO -1 Jewel Osco Colored Elevations by CSHQA. JO -2 Jewel Osco Canopy Profiles, Enlarged Color Elevation by CSHQA. JO -3 Jewel Osco Proposed Floor Plan by CSHQA. JO -4 Jewel Osco Signage Area by CSHQA. A -11 Outlot Building A Plans, Elevations by Loebl Schlossman & Hackl, revised 09/13/01. A -12 Outlot Building B Plans, Elevations by Loebl Schlossman & Hackl, revised 09/13/01. Preliminary Sign Criteria for Tenant Identification Signs, dated May 10, 2001. Summary of Traffic Improvements by Kenig, Lindgren, O'Hara, Aboona, Inc., dated October 11, 2001. Northbrook Fire Department Fire Lane Site Plan Conditional Approval Letter dated September 19, 2001. SL -2 Photometric Plan by Loebl Schlossman & Hackl, revised 10/12/01. 561675.v3: 100601/010 B -2 EXHIBIT C Documents Comprising the Improvement Plan All documents dated September 17, 2001: 1.0 Title Sheet 1.1 General Notes, Legend and Abbreviation. 2.1 Demolition Plan 3.0 Overall Site Plan 3.1 Geometry Plan — Area 1 3.2 Geometry Plan — Area 2 3.3 Geometry Plan — Area 3 3.4 Geometry Plan — Area 4 3.5 Geometry Plan — Area 5 4.0 Erosion Control Plan 4.1 Grading Plan — Area 1 4.2 Grading Plan — Area 2 4.3 Grading Plan — Area 3 4.4 Grading Plan — Area 4 4.5 Grading Plan — Area 5 5.0 Master Utility Plan 5.1 Utility Plan — Area 1 5.2 Utility Plan — Area 2 5.3 Utility Plan — Area 3 5.4 Utility Plan — Area 4 5.5 Utility Plan — Area 5 5.6 Sanitary Sewer Profile 6.1 Construction Details 6.2 Construction Details 561675A: 100601 /010 561675.v3: 100601/010 EXHIBIT D Site Development Schedule EXHIJE317" "P, ID 8 Task Name Qtr 4, 2001 Qtr 1, 2002 Qtr 2, 2002 Otr 3, 2002 Qtr 4, 2002 Oct Nov Dec Jan Feb Mar Apr May Jun Jul Aug Sep Oct Nov Deerbrook Mail Renovations =NEW 2 Phase I 3 ✓ Building Shell Center Area Demolition 4 Phase It 5 Building Shell Center Area Core & Shell 6 Phase III 7 Sportmart Buildout 8 Phase IV 9 Great Indoor Demolition 10 Asbestos 11 Utility relocation police scanner 12 Soft demo reclaim utilites 13 Install Temp Partition 14 Main Bldg. Demo 15 Foundation Removal 16 Phase V 17 ER Best Buy Renovations 18 Phase V1 19 E3 Facade Renovations 20 Phase VII 21 Sitework 22 Utility Relocations 23 Curb Pavement Rework (Jewel 6/1) 24 Sidewalks 25 Landscaping 26 Phase III 27 Outlot Buildings Project: overall schedule Date: Thu 03107/02 Task Milestone ♦ Rolled Up Split External Tasks Split Summary ^ Rolled Up Milestone Project Summa Summary Progress Rolled Up Task Rolled Up Progress Pagel -4 a � . 4 t STATE OF ILLINOIS ) UU2 a U 181010162 q0 001 Page I of I COUNTIES OF LAKE AND COOK ) SS DDL_Og— i 9 1 5Z30=14 i cools County Recorder 128.00 I VILLAGE OF DE &FIELD ) • ----, VIII I II IIII I I VIII III IIII I II 0021031237 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 Ordinance No. 0 -0 1 -39 entitled "An Ordinance Authorizing and Amendment to a Special USe and Approval of a Final. Development Plan for Deerbrook Mall" PIN Nos. 04 -04= 200 -005 04 -04- 200 -014 04 -04- 200 -007 04 -04- 200 -013 04 -04- 200 -008 04 -04- 200 -017 04 -04- 200 -016 04 -04- 200 -021 RECOF as appears in the records and files of the office of the Village Clerk. DATE oK Rb Dated this June 6, 2002 SEAL Village Clerk Submitted by: Village of Deerfield 850 Waukegan Road Deerfield, IL 60015 A � 1 � w t � � VILLAGE OF DEERFIELD LAKE AND COOK COUNTIES, ILLINOIS ORDINANCE NO. 0-01-39 AN ORDINANCE AUTHORIZING AN AMENDMENT TO A SPECIAL USE AND APPROVAL OF A FINAL DEVELOPMENT PLAN FOR DEERBROOK MALL Published in pamphlet form by authority of the President and Board of Trustees of the Village of Deerfield, Lake and Cook Counties, Illinois, this 20t day of November , 2001. Fa' W 23. ®3.123 PASSED AND APPROVED BY THE PRESID ENT AND BOARD OF TRUSTEES OF THE VILLAGE OF DEERFIELD, LAKE AND COOK COUNTIES, ILLINOIS, this 19th day of November , 2001. W W VILLAGE OF DEERFIELD LAKE AND COOK COUNTIES, ILLINOIS ORDINANCE NO. 0- 01- 3 9 AN ORDINANCE AUTHORIZING AN AMENDMENT TO A SPECIAL USE AND APPROVAL OF A FINAL DEVELOPMENT PLAN FOR DEERBROOK MALL WHEREAS, the Plan Commission of the Village of Deerfield has held a public hearing on the application of the Owner (the "Applicant ") of certain property legally described on Exhibit A attached hereto (the "Subject Property") for approval of a Final Development Plan for the Subject Property attached hereto and made a part hereof as Exhibit B (the Final Development Plan) as an Amended Special Use of the Subject Property authorizing and permitting the redevelopment of the Subject Property as a Special Use Planned Unit Development under and pursuant to the provisions of Article 5.02 -C,9, Article 12.05, Article 12.09 and Article 13.11 of the Zoning Ordinance of the Village of Deerfield, as amended; and WHEREAS, said public hearing was held pursuant to public notice duly given in the time and manner provided by law; and, WHEREAS, the Plan Commission of the Village of Deerfield, after considering the previously approved preliminary development plan for the Subject Property, and the evidence and supporting materials offered at said hearing, made written findings of fact and recommendations to the President and Board of Trustees of the Village of Deerfield that the Final Development Plan is in substantial conformance with the previously approved preliminary development plan, and that an Amended Special Use should be granted authorizing and permitting the N w N w N Q w ti I� I 1 � redevelopment of the Subject Property in accordance with the said Final Development Plan attached hereto and made a part hereof as Exhibit B; and, WHEREAS, the President and Board of Trustees of the Village of Deerfield have considered and reviewed the Final Development Plan, supporting materials submitted by the Applicant, and the findings of fact and recommendations of the Plan Commission of the Village of Deerfield; and, WHEREAS, the President and Board of Trustees of the Village of Deerfield are of the opinion that the best interests of the Village will be served by the approval of said Final Development Plan as an Amended Special Use of the Subject Property in -the C -2 Outlying Commercial District authorizing and permitting the redevelopment of the Subject Property in accordance with the Final Development Plan attached hereto and made a part hereof as Exhibit B, and with the supporting materials submitted by the Applicant which are incorporated herein and made -a part hereof by this reference; NOW, THEREFORE, BE IT ORDAINED BY THE PRESIDENT AND BOARD OF TRUSTEES OF THE VILLAGE OF DEERFIELD, LAKE AND COOK COUNTIES, ILLINOIS, in the exercise of its home rule powers, as follows: SECTION 1: That the President and Board of Trustees do hereby afFirmatively find that the Final Development Plan of the Subject Property, hereby authorized as an Amended Special Use of the Subject Property in the C -2 Outlying Commercial District, fully complies with the requirements and standards set forth in Article 5.02 -C,9, Article 12.05, Article 12.09 and Article 13.11 of the Zoning Ordinance of the Village of Deerfield. SECTION 2: That the President and Board of Trustees do hereby authorize and approve the Final Development Plan attached hereto and made a part hereof as Exhibit B as an Amended N Special Use of the Subject Property in the C -2 Outlying Commercial District, subject to the conditions, regulations and restrictions set forth in Section 3 of this Ordinance. SECTION 3: That the approval and authorization of said Final Development Plan and Amended Special Use hereby granted is subject to the following conditions: A. That the construction, development and use of the Subject Property for said Amended Special Use shall be in accordance with the documents, materials and exhibits comprising the Final Development Plan for the Subject Property attached hereto and made a part hereof as Exhibit B. B. That the construction', development and use of the Subject Property for said Amended Special Use shall be in accordance with the terms of a Development Agreement between the Applicant and the Village. C. That the easternmost Lake -Cook access driveway serving the Subject Property will be revised to permit only right -out turning movements for vehicles exiting from the Subject Property. D. Dual left -turn lanes exiting the Subject Property will be provided at the Chestnut and Waukegan Road signalized intersection. E. The gross leaseable area (GLA) of the proposed shopping center shall not exceed 623,671 square feet. F. That Outlot A and/or Outlot B shall be constructed, developed and used for a retail commercial use. G. That at no time shall both Outlot A and Outlot B be constructed, developed and/or used for restaurant purposes. H. Applicant will provide right -turn deceleration lanes on southbound Waukegan Road as provided in the Final Development Plan, subject to approval of the highway authority. I. All representations submitted and made by the Applicant to the Plan ' Commission and to the President and Board of Trustees. J. Applicant's initial and continued compliance with the recommendations of the Appearance Review Commission. K. Applicant's compliance with all other applicable provisions of the Zoning Ordinance of the Village of Deerfield. N w N W SECTION 4: That the following variations from the strict compliance with the regulations of the C -2 Outlying Commercial District are hereby granted and authorized: A. Applicant shall provide 2,804 parking spaces serving the Subject Property as provided in the Final Development Plan, which total includes 166 land banked spaces which Applicant shall improve and provide upon written notice from the Village. B. The maximum lot coverage of 30% is varied to allow a maximum lot coverage of 31.4% in accordance with the Final Development Plan. C. A variation from the requirement of 9 -foot wide parking spaces is hereby granted to allow 285 employee parking spaces 8 feet, 6 inches wide. D. A variation is granted to allow parking spaces to be within five feet (5) of the Subject Property lot line as provided in the Final Development Plan. E. A variation is hereby granted to approve parking area screening as provided in the Landscape Plans included as part of the Final Development Plan. F. The sign modifications attached hereto as Exhibit C be and the same are hereby approved. SECTION 5: That the Final Development Plan hereby approved and authorized as an Amended Special Use of the Subject Property shall be binding upon and inure to the benefit of Applicant's successors, grantees, transferees and assigns, and any violation of the conditions hereinabove set forth by the Applicant or its successors, grantees, transferees or assigns shall authorize the revocation of the Amended Special Use hereby authorized. SECTION 6: That the Village Clerk is hereby authorized and directed to publish this Ordinance in pamphlet form and to record this Ordinance in the office of the Recorder of Deeds of Cook County, Illinois, at Applicant's expense. SECTION 7: That this Ordinance, and each of its terms, shall be the effective legislative act of a home rule municipality without regard to whether such Ordinance should: (a) contain terms contrary to the provisions of current or subsequent non - preemptive state law; or, (b) N N w :a legislate in a manner or regarding a matter not delegated to municipalities by state law. It is the intent of the corporate authorities of the Village of Deerfield that to the extent that the terms of this Ordinance should be inconsistent with any non - preemptive state law, this Ordinance shall {a supersede state law in that regard within its jurisdiction. SECTION 8: That this Ordinance shall be in full force and effect from and after its passage, approval and publication as provided by law. PASSED this 19th day of November , 2001. AYES: Ragona , .' Rosenthal:, . Seiden, Swanson, Wylie . (5 ) NAYS: None (0 ) ABSENT: Kayne (0) ABSTAIN: None ( ( APPROVED this 1 � ATTEST: Village Clerk DEVELOPMENT AGREEMENT THIS DEVELOPMENT AGREEMENT ( "Agreement ") entered into this 19th day of November , 2001, by and between GATEWAY FAIRVIEW, INC, a California to corporation (referred to alternatively as the "Owner" or the `Developer "), and the VILLAGE OF DEERFIELD, an Illinois municipal corporation (the "Village "). w RECITALS w WHEREAS, Owner holds title to a certain parcel of property with an area of approximately 47.5 acres at the southwest corner of Lake Cook Road and Waukegan Road, Deerfield, Illinois, which is legally described on Exhibit A attached hereto and made a part hereof (the "Subject Property"); and, WHEREAS, the Subject Property is improved with a shopping center commonly known as Deerbrook Mall which currently contains approximately 622,421 square feet of gross building area and parking for 2,624 vehicles (the "Center"), as more particularly shown on the Existing Site Plan, Sheet A -1, prepared by Loebl Schlossman & Hackl for the Deerbrook Mall Redevelopment, bearing a last revision date of 06/13/01, which is incorporated and made a part of this Agreement by this reference; and, WHEREAS, .Owner and SEARS ROEBUCK AND CO., a New York corporation ( "Sears ") have proposed a project to construct a new Sears "the great indoors" store on a portion of the Subject Property previously occupied by a Service Merchandise store and the current Sportmart store, and to substantially redevelop and rehabilitate the Center including the relocation or reconfiguration of existing tenants, renovation and rehabilitation of certain common areas, landscape improvements, parking- lot improvement, stormwater drainage improvements, traffic improvements and other public improvements, all in accordance with final development plans and a Development Agreement (the "Project ") to be approved by the Village; and, WHEREAS, Owner has represented to the Village that economic assistance from the Village is required for the Project, and that, but for such economic assistance, the Project would not be economically viable. WHEREAS, the Village has determined that the Project will improve the appearance, functionality and competitive position of the Center and of the retailers presently doing business in the Center, that the Project will strengthen the commercial sector of the Village, that the Project will enhance the tax base of the Village, and that without economic assistance from the Village that the Project would not be feasible; and, WHEREAS, the Village entered into a certain Economic Incentive Agreement with the Owner dated September 19, 2001 and authorized by Ordinance No. 0 -01 -31 providing for certain incremental sales tax payments to the Owner pursuant to said Agreement, provided that the Project is constructed in accordance with final development plans and a Development Agreement approved by the Village for the Project; and, WHEREAS, the Board of Trustees of the Village of Deerfield (the "Corporate Authorities "), having reviewed the report and recommendation of the Plan Commission of the 561675A: 100601/010 Village of Deerfield, approved the Economic Incentive Agreement and granted Developer's request for approval of a preliminary development plan for the Project at their rescheduled regular meeting of September 19, 2001; and, WHEREAS, the Developer has submitted various plans, elevations, schedules, N specifications and other documents comprising its Final Development Plan, as that term is defined in the Village Zoning Ordinance, to the Village Plan Commission which has issued its w recommendation for approval; and WHEREAS, pursuant to the terms of the Village Zoning Ordinance, the Developer has petitioned the Village for an amendment to the Special Use for the Subject Property and for approval of its Final Development Plan to authorize and permit the development and use of the Project as a Special Use Planned Unit Development of the Subject Property in the C -2 Outlying Commercial District; and WHEREAS, the Corporate Authorities of the Village have received and approved the favorable recommendation of the Village Plan Commission relating to the petition submitted by the Developer, and have determined that the best interests of the Village will be served by amending the Special Use for the Subject Property and approving the Final Development Plan to authorize and permit the development and use of the Project pursuant to the Final Development Plan as a Special Use Planned Unit Development of the Subject Property in the C -2 Outlying Commercial District, subject to the provisions of Village Ordinance No. 0- 01- 3 %.nd WHEREAS, the Corporate Authorities of the Village have adopted. or, contemporaneously with the adoption of this Agreement will adopt, all necessary ordinances, passed all necessary motions, and. otherwise granted all necessary approvals: (i) authorizing the Amended Special Use for the Subject Property; (ii) approving the Developer's Final Development Plan; and (iii) granting certain exceptions from the Deerfield Development Code; and WHEREAS, the Village has heretofore adopted the Village of Deerfield Development Code (the 'Development Code ").by Ordinance No. 93 -53 which, among other things, requires that the Village and a developer enter into a development agreement relative to the development of the certain types of properties located within the Village, including developments such as the Project proposed by the Developer for Subject Property; and . WHEREAS, in accordance with Article III of the Development Code, this Agreement has been reviewed by the Director of Community Development and the Village Engineer, who have made recommendations to the President and Board of Trustees of the Village of Deerfield; and WHEREAS, the parties now desire to enter into this Development Agreement, pursuant to the applicable provisions of the Development Code, for the purposes set forth in the Development Code. IT IS THEREFORE AGREED by and between the parties hereto, as follows: 561675.v3: 100601 /010 2 AGREEMENTS: 1. Incorporation of Recitals and Exhibits. The above and foregoing recitals, being material to this Agreement, are hereby incorporated and made a part of this Agreement as if fully set forth herein. The Exhibits attached to this Agreement are expressly incorporated herein. w 2. Identification of Development/Improvement Plan. A. For purposes of this Agreement, the "Development Plan" for the Subject Property shall consist of the documents listed on Exhibit B hereto, which documents have been approved by the President and Board of Trustees pursuant to the Development Code are which hereby incorporated and made a part of this Agreement by this reference. B. In accordance with Section 3 -101 -B of the Development Code, the Developer has provided the Village Engineer and the Director of Community Development with copies of a Final Improvement Plan as a part of its Development Plan. The term "Improvement Plan" when used herein shall include only those documents and/or plans or those specific parts of documents and/or plans listed in Exhibit C that depict public or private improvements as they are defined and specifically identified hereafter. The Village Engineer and the Director of Community Development have reviewed said Improvement Plan and they have provided the Plan Commission and President and Board of Trustees with a letter indicating their recommendations regarding the Improvement Plan. The Village Engineer has also provided the President and Board of Trustees with a letter indicating receipt and approval of all of the appropriate final engineering plans. Said final engineering plans are identified as a part of Exhibit C. The Developer agrees to grant to the Village all easements reasonably requested by the Village which are related to the Improvement Plan. In addition, the Village reserves the right to review and approve all third party easements and cross easements related to the Improvement Plan. 3. Site Development Schedule. In accordance with Section 3- 102- B(4)(a) of the Development code, the • development of the Subject Property will proceed substantially in accordance with the schedule attached hereto as Exhibit D and made a part hereof. The parties recognize and acknowledge that this development schedule is subject to variables relating to weather, strikes, work stoppages, acts of God and other matters outside of the reasonable control of the Developer, Sears or their contractors and subcontractors. 4. Improvement Plan Details. In accordance with Section 3- 102- B(4)(b) of the Development Code, all proposed improvements are depicted and detailed on the Improvement Plan attached hereto as Exhibit C. 5. Performance Guaranty. Except as provided in the following Paragraphs A and B, Developer shall submit a performance guarantee as required by Article IV of the Development Code. A. In accordance with Article IV and Section 3- 102- B(4)(c) of the Development Code, Developer shall provide to Village, in a form satisfactory to the Village, an irrevocable commercial letter of credit equal to 110% of the total cost estimate set forth in 561675.v3: 100601/010 3 Exhibit C for utilities, above - ground parking lots, drainage, landscaping, sidewalks and fencing (the "Guaranteed Improvements ") which are described.on Exhibit C attached hereto. B. At the time that Developer completes Guaranteed Improvement(s) in accordance with the Improvement Plan and makes payments for such Guaranteed W Improvement(s) and partial reduction of the letter of credit, Developer shall provide Village with documentation: (i) identifying the specific Guaranteed Improvements completed by Developer, (ii ) the estimated cost for such Guaranteed Improvements, (iii .) certificates from the Inspecting g Engineer (defined below) that such Guaranteed Improvements have been fully and satisfactorily completed, (iv) all appropriate contractor and/or subcontractor lien waivers for the work performed and materials supplied for the specific Guaranteed Improvements, and (v) such other and further invoices, bills, contracts or documentation as the Village shall reasonably request to evidence completion of the Guaranteed Improvements in accordance with the Improvement Plan. Except as expressly modified herein, all reductions and the final discharge of the letter of credit shall be in accordance with Sections 4 -107 and 4 -109 of the Development Code. 6. Inspecting Engineer. Pursuant to Section 4 -106 of the Development Code, the Village Engineer, or any mutually acceptable registered professional engineering firm designated by the Village Engineer, shall be the "Inspecting Engineer" authorized to ensure that the development complies with the approved Improvement Plan, the Village Standards and Specification Manual and this Agreement. To the extent that the Village Engineer designates a professional engineering firm to serve as the Inspecting Engineer, such Inspecting Engineer shall invoice the Village for engineering services rendered and the Developer shall promptly reimburse the Village for such engineering fees and costs. 7. Driveways. Both parties recognize that the Illinois Department of Transportation ( "IDOT ") must approve all curb cuts and driveways exiting onto Waukegan Road, and the Cook County Highway Department ( "CCHD ") must approve all curb cuts and driveways exiting onto Lake -Cook Road. The parties agree that: (i) the easternmost Lake -Cook Road access driveway will be revised to permit only right -out turning movements from the Center; (ii) the northernmost Waukegan Road access driveway will be revised to permit only right -out turning movements from the Center; (iii) the Waukegan Road access driveway at Chestnut Street (opposite the entrance to Countryside Estates subdivision) will be revised to provide three traffic lanes for motor vehicles exiting the Center including two (2) left -out turning lanes; and (iv) that Waukegan Road shall be improved with two (2) southbound right turn deceleration lanes approaching the Waukegan Road access driveways serving the Center, in addition to the one (1) deceleration lane that currently exists. Said improvements shall be provided by Developer, at Developer's sole cost, in accordance with improvement plans approved by the Village and the applicable highway authority. 8. Remedies. Upon the occurrence of a breach of this Agreement, any party in a court of competent jurisdiction may obtain all appropriate relief, including but not limited to specific performance, injunction or damages. Notwithstanding the foregoing, before the failure of any party to perform its obligation under this Agreement may be considered a breach, the party claiming such failure shall notify, in writing, the party alleged to have failed to perform, and shall demand performance. No breach may be found to have occurred if performance has commenced to the reasonable satisfaction of the complaining party within thirty (30) days of 561675.v3: 100601/010 4 receipt of such notice and if the failing party proceeds diligently and expeditiously to cure such failure. 9. Compliance with Other Rules and Regulations. Except as specifically provided herein, the development of the Subject Property shall proceed in accordance with the ordinances described herein above and with applicable provisions of the Municipal Code of the Village of Deerfield of 1975, as amended. 10. Successors. Assigns and Grantees. This Agreement shall be binding upon and inure to the benefit of the parties hereto and their respective successors, assigns and grantees. 11. Captions. The captions herein are inserted for the convenience of the parties and are not to be construed as an integral part of the Agreement. . 12. Governing Law. This Agreement shall be governed by and construed in Accordance with Illinois law. 13. Authori . The parties warrant and represent that they have the power and authority to enter into this Agreement in the names, titles and capacities herein stated. 14. Notices. All notices, elections and other communications between the parties hereto shall be in writing and shall be mailed by certified mail, return receipt requested, postage prepaid or delivered personally to the parties at . the following addresses,. or to such other addresses as the parties by "notice" shall designate: If to the Village: Village of Deerfield 850 Waukegan Road Deerfield, Illinois 60015 Attn: Village Manager To the Owner or Developer: Lend Lease Real Estate Investments, Inc One North Wacker Drive Suite 800 Chicago, IL 60606 Attn: William J. Horvath 561675.v3: 100601/010 with a copy to: Peter Coblentz Rosenthal, Murphey, Coblentz & Janega 30 North LaSalle Street, Suite 1624 Chicago, Illinois 60602 With copies to: Gateway Fairview, Inc. Gateway Plaza 300 N. Lake Avenue Pasadena, CA 91101 -4199 Attn: Chief Counsel Bovis/Lend Lease One North Wacker Drive Suite 850 Chicago, IL 60606 Attn: Michael McCall N 0 ca D'Ancona & Pflaum LLC 111 East Wacker Drive Suite 2800 Chicago, Illinois 60601 Attn: Lawrence J. Moss 15. Severability. If any provision, covenant, agreement or portion of this Agreement is held invalid, such invalidity shall not affect the application or validity of such other provisions, covenants or portions of this Agreement. 16. Conflict. To the extent this is a conflict between this Agreement and the Economic Incentive Agreement, the Economic Incentive Agreement shall prevail. IN WITNESS WHEREOF, the parties hereto have set their hands and seals on the day and year first above written. ATTEST: VBLAG, O DEEU.IELD; Lake and Cook \ Counties,., Hi 0s, a municipal corporation GATEWAY FAAVIEW, INC, a California corporat' By: Its: VICE PRESIDENT, ASS1 SECRETARY & ASST. TREASURER 561675A: 100601/010 6 H w w SCHEDULE OF EXHIBITS Exhibit A Legal Description of Subject Property Exhibit B Documents Comprising Final Development Plan Exhibit C Documents Comprising Improvement Plan Exhibit D Site Development Schedule 561675.v3: 100601/010 7 N N w w EXHIBIT A Legal Description ca TRACT A: ca THAT PART OF THE NORTHEAST 1/4 OF SECTION 4, TOWNSHIP 42 NORTH, RANGE 12, EAST OF THE THIRD PRINCIPAL MERIDIAN, DESCRIBED AS FOLLOWS: BEGINNING AT THE INTERSECTION OF THE NORTH LINE OF THE NORTHEAST 1/4 OF SAID SECTION 4 AND THE CENTER LINE OF WAUKEGAN ROAD; THENCE WEST ON THE NORTH LINE OF THE NORTHEAST 1/4 OF SAID SECTION 4,793.80 FEET, SAID POINT BEING ON THE EASTERLY LINE EXTENDED NORTHERLY OF DOWNEY'S COUNTRY HOME ADDITION TO DEERFIELD, A SUBDIVISION OF PART OF THE NORTH 1/2 OF SECTION 4, TOWNSHIP 42 NORTH, RANGE 12, EAST OF THE THIRD PRINCIPAL MERIDIAN; THENCE SOUTHERLY ON THE EASTERLY LINE OF SAID DOWNEY'S COUNTRY HOME ADDITION TO DEERFIELD, 1174 FEET TO THE SOUTHEASTERLY CORNER OF SAID SUBDIVISION; THENCE EAST PARALLEL TO THE NORTH LINE OF THE NORTHEAST 1/4 OF SAID SECTION 4, 830.09 FEET TO THE CENTER OF WAUKEGAN ROAD; THENCE NORTHERLY ON THE CENTER LINE OF WAUKEGAN ROAD 1190.4 FEET TO THE POINT OF BEGINNING, (EXCEPTING FROM THE ABOVE TRACT OF LAND THE NORTH 50 FEET AND THE EASTERLY 50 FEET THEREOF DEDICATED FOR PUBLIC HIGHWAY), IN COOK COUNTY, ILLINOIS. TRACT B: THAT PART OF THE NORTH 1/2 OF SECTION 4, TOWNSHIP 42 NORTH, RANGE 12, EAST OF THE THIRD PRINCIPAL MERIDIAN, LYING EASTERLY AND NORTHERLY OF THE NORTHERN ILLINOIS TOLL HIGHWAY DESCRIBED AS: COMMENCING AT THE POINT OF INTERSECTION OF A LINE. 1576. FEET NORTH OF AND PARALLEL WITH THE EAST AND WEST QUARTER SECTION LINE OF SAID SECTION 4, WITH A LINE 33 FEET WESTERLY OF (MEASURED PERPENDICULARLY) AND PARALLEL WITH THE CENTER LINE (AS OCCUPIED) OF WAUKEGAN ROAD (FORMERLY STATE ROAD), THENCE WEST ALONG SAID LINE 1576 FEET NORTH AND PARALLEL WITH SAID QUARTER SECTION LINE 1622.35 FEET TO ITS POINT OF INTERSECTION WITH THE EASTERLY RIGHT OF WAY LINE OF THE CHICAGO, MILWAUKEE, ST. PAUL AND PACIFIC RAILROAD; THENCE SOUTH 25 DEGREES 13 MINUTES 30 SECONDS EAST ALONG SAID EASTERLY RIGHT OF WAY LINE 364.88 FEET TO ITS POINT OF INTERSECTION WITH THE NORTHEASTERLY RIGHT OF WAY LINE OF SAID TOLL ROAD; THENCE SOUTH 59 DEGREES 08 MINUTES 30 SECONDS EAST ALONG THE NORTHEASTERLY LINE OF SAID TOLL ROAD 737.445 FEET; THENCE NORTH 64 DEGREES 46 MINUTES 30 SECONDS EAST 433.887 FEET; THENCE NORTH 25 DEGREES 13 MINUTES 30 SECONDS WEST, 75.00 FEET; THENCE NORTH 64 DEGREES 46 MINUTES 30 SECONDS EAST, 629.232 FEET TO ITS POINT OF INTERSECTION WITH SAID LINE 33 FEET WESTERLY OF AND PARALLEL WITH THE CENTER LINE OF WAUKEGAN ROAD; THENCE NORTH 27 DEGREES 07 MINUTES 05 SECONDS WEST ALONG SAID PARALLEL LINE 210.56 FEET TO THE POINT OF 561675.v3: 100601/010 A -1 BEGINNING, TOGETHER WITH THAT PART, IF ANY, OF SECTION 4, TOWNSHIP 42 NORTH, RANGE 12, EAST OF THE THIRD PRINCIPAL MERIDIAN, DESCRIBED AS FOLLOWS: A STRIP OF LAND LYING BETWEEN THE EAST LINE OF THE CHICAGO, MILWAUKEE AND ST. PAUL RAILROAD RIGHT OF WAY AND A LINE 33 FEET WESTERLY OF (MEASURED PERPENDICULARLY) AND PARALLEL WITH THE CENTER LINE (AS OCCUPIED) OF WAUKEGAN ROAD (FORMERLY STATE ROAD) NORTH OF A LINE 1576 FEET NORTH OF AND PARALLEL WITH THE EAST AND WEST QUARTER SECTION LINE OF SAID SECTION 4, AND SOUTH OF THE SOUTH LINE OF DOWNEY'S COOK COUNTY HOME ADDITION TO DEERFIELD AND SAID SOUTH LINE EXTENDED EASTERLY, A SUBDIVISION OF PART OF THE NORTH 1/2 OF SAID SECTION 4, (EXCEPT THAT PART OF THE NORTH 1/2 OF SECTION 4, TOWNSHIP 42 NORTH, RANGE 12, EAST OF THE THIRD PRINCIPAL MERIDIAN, LYING EASTERLY AND NORTHERLY OF THE NORTHERN ILLINOIS TOLL HIGHWAY, DESCRIBED AS FOLLOWS: COMMENCING AT THE POINT OF INTERSECTION OF A LINE 1576 FEET NORTH OF AND PARALLEL WITH THE EAST AND WEST QUARTER SECTION LINE OF SAID SECTION 4 WITH A LINE 33 FEET WESTERLY OF AND PARALLEL WITH THE CENTER LINE (AS OCCUPIED) OF WAUKEGAN ROAD(FORMERLY'STATE ROAD); THENCE SOUTH 27 DEGREES 07 MINUTES 5 SECONDS EASTAALONG SAID PARALLEL LINE 33 FEET WESTERLY OF SAID CENTER LINE 210.56 FEET; THENCE SOUTH 64 DEGREES 46 MINUTES 30 SECONDS WEST 629.232 FEET; THENCE SOUTH 25 DEGREES 13 MINUTES 30 SECONDS EAST 75.00 FEET FOR A POINT OF BEGINNING OF THE PARCEL OF LAND DESCRIBED HEREBY; THENCE SOUTH 64 DEGREES 46 MINUTES 30 SECONDS WEST 433.887 FEET TO A POINT OF INTERSECTION WITH THE NORTHEASTERLY LINE OF SAID TOLL HIGHWAY SAID POINT BEING 737.445 FEET SOUTHEASTERLY OF (AS MEASURED ALONG SAID NORTHEASTERLY LINE) ITS POINT OF INTERSECTION WITH THE EASTERLY RIGHT OF WAY LINE OF THE CHICAGO, MILWAUKEE, ST. PAUL AND PACIFIC RAILROAD; THENCE NORTH 59 DEGREES 08 MINUTES 30 SECONDS WEST IN SAID NORTHEASTERLY LINE 13.773 FEET; THENCE NORTH 64 DEGREES 46 MINUTES 30 SECONDS EAST 441.573 FEET; THENCE SOUTH 25 DEGREES 13 MINUTES 30 SECONDS EAST 11.43 FEET TO THE POINT OF BEGINNING), IN COOK COUNTY, ILLINOIS. TRACT C: PARCEL 1: THAT PART OF THE NORTH 1/2 OF SECTION 4, TOWNSHIP 42 NORTH, RANGE 12, EAST OF THE THIRD PRINCIPAL MERIDIAN, LYING EASTERLY AND NORTHERLY OF THE NORTHERN ILLINOIS TOLL HIGHWAY DESCRIBED AS FOLLOWS: COMMENCING AT THE POINT OF INTERSECTION OF A LINE 1576 FEET NORTH OF AND PARALLEL WITH THE EAST AND WEST QUARTER SECTION LINE OF SAID SECTION 4 WITH A LINE 33 FEET WESTERLY OF AND PARALLEL WITH THE CENTER LINE (AS OCCUPIED) OF WAUKEGAN ROAD(FORMERLY STATE ROAD); THENCE SOUTH 27 DEGREES 07 MINUTES 5 SECONDS EAST ALONG SAID PARALLEL LINE 33 FEET WESTERLY OF SAID CENTER LINE 210.56 FEET; THENCE SOUTH 64 DEGREES 46 MINUTES 30 SECONDS WEST 629.232 FEET; THENCE SOUTH 25 DEGREES 13 MINUTES 30 SECONDS EAST 75.00 FEET FOR A POINT OF BEGINNING OF THE PARCEL OF LAND DESCRIBED HEREBY; THENCE SOUTH 64 561675.v3: 100601/010 A -2 DEGREES 46 MINUTES 30 SECONDS WEST 433.887 FEET TO A POINT OF INTERSECTION WITH THE NORTHEASTERLY LINE OF SAID TOLL HIGHWAY. SAID POINT BEING 737.445 FEET SOUTHEASTERLY OF (AS MEASURED ALONG SAID NORTHEASTERLY LINE) ITS POINT OF INTERSECTION WITH THE EASTERLY RIGHT OF WAY LINE OF THE CHICAGO, MILWAUKEE, ST. PAUL AND PACIFIC RAILROAD; THENCE NORTH 59 DEGREES 08 MINUTES 30 SECONDS WEST IN SAID NORTHEASTERLY LINE 13.773 FEET; THENCE NORTH 64 DEGREES 46 MINUTES 30 SECONDS EAST 441.573 FEET; THENCE SOUTH 25 DEGREES 13 MINUTES 30 SECONDS EAST ,11.43 FEET TO THE POINT OF BEGINNING, IN COOK COUNTY, ILLINOIS. PARCEL 2: THAT PART OF THE NORTH 1/2 OF SECTION 4, TOWNSHIP 42 NORTH, RANGE 12, EAST OF THE THIRD PRINCIPAL MERIDIAN, LYING EASTERLY AND NORTHERLY OF THE NORTHERN ILLINOIS TOLL HIGHWAY DESCRIBED AS: COMMENCING AT THE POINT OF INTERSECTION OF ALINE 1576 FEET NORTH OF AND PARALLEL WITH THE EAST AND WEST QUARTER SECTION LINE OF SAID SECTION 4 WITH A LINE 33 FEET WESTERLY OF AND PARALLEL WITH THE CENTER LINE (AS OCCUPIED) OF WAUKEGAN ROAD(FORMERLY STATE ROAD); THENCE SOUTH 27 DEGREES 07 MINUTES 05 SECONDS EAST ALONG SAID PARALLEL LINE 33 FEET WESTERLY OF SAID CENTER LINE 210.56 FEET FOR A POINT OF BEGINNING OF THE PARCEL OF. LAND DESCRIBED HEREBY; CONTINUING THENCE SOUTH 27 DEGREES 07 MINUTES 05 SECONDS EAST ALONG SAID PARALLEL LINE 816.02 FEET TO A POINT 398.48 FEET SOUTHEASTERLY OF THE INTERSECTION OF THE LAST SAID PARALLEL LINE WITH ALINE 559.06 FEET SOUTH OF AND PARALLEL WITH SAID LINE 1576 FEET NORTH OF AND PARALLEL WITH SAID QUARTER SECTION LINE; THENCE SOUTH 85 DEGREES 48 MINUTES 35 SECONDS WEST 855.62 FEET TO A POINT OF INTERSECTION WITH THE NORTHEASTERLY RIGHT OF WAY LINE OF SAID TOLL ROAD, SAID POINT BEING 813.39 FEET SOUTHEASTERLY OF (MEASURED IN THE SAID NORTHEASTERLY LINE) ITS POINT OF INTERSECTION WITH SAID LINE 559.06 FEET SOUTH OF SAID LINE 1576 FEET NORTH OF SAID QUARTER SECTION LINE; THENCE NORTH 59 DEGREES 08 MINUTES 30 SECONDS WEST IN SAID NORTHEASTERLY LINE 522.355 FEET, TO A POINT 737.445 FEET SOUTHEASTERLY (AS MEASURED ALONG SAID LINE) FROM ITS INTERSECTION WITH THE EASTERLY RIGHT OF WAY LINE OF THE CHICAGO, MILWAUKEE, ST. PAUL AND PACIFIC RAILROAD: THENCE NORTH 64 DEGREES 461VIINUTES 30 SECONDS EAST 433.887 FEET; THENCE NORTH 25 DEGREES 13 MINUTES 30 SECONDS WEST 75 FEET; THENCE NORTH 64 DEGREES 46 MINUTES 30 SECONDS EAST 629.232 FEET TO THE POINT OF BEGINNING, IN COOK COUNTY, ILLINOIS. PIN Nos. 04 -04- 200 -005 . 04 -04- 200 -007 04 -04- 200 -008 04 -04 -200 -016 561675.v3: 100601/010 A -3 04 -04- 200 -014 04 -04- 200 -013 04 -04- 200 -017 04 -04- 200 -021 N N 0 w w ON M.I "' III:_ Documents Comprising Final Development Plan A -1 Existing Site Plan by Loebl Schlossman & Hackl dated 06/13/01. C -1 Final Site Plan dated 08- 28 -01, revised 10- 04 -01. L -1 Existing Vegetation Inventory, Preservation and Removal Plan by Ives/Ryan Group, Inc., dated 4 -3 -01, revised 8- 30 -01. L -2 Final Master Landscape Plan by Ives/Ryan Group, Inc., dated 4 -3 -02, revised 8- 30 -01. L -3 Final Detailed Landscape Plan by Ives/Ryan Group, Inc., dated 4 -3 -01, revised 8- 30 -01. L -4 Final Detailed Landscape Plan by Ives/Ryan Group, Inc., dated 4 -3 -01, revised 8- 30 -01. L -5 Final Detailed Landscape Plan by Ives/Ryan Group, Inc., dated 4 -3 -01, revised 8- 30 -01. A -010 The Great Indoors - First Floor Dimension Plan by Carter & Burgess, Inc., dated 10- 26 -01. A -109 The Great Indoors - Fixture Plan by Carter & Burgess, Inc., dated 9 -28- 01. The Great Indoors - Parking Garage Elevation by Carter & Burgess, Inc., dated May 29, 2001. The Great Indoors - Concept Elevations by Carter & Burgess, Inc., dated June 13, 2001. A -3 Existing East Elevations by Loebl Schlossman & Hackl, revised 09/13/01. A -4 Proposed East Elevation by Loebl Schlossman & Hackl, revised 09/13/01. A -5 Best Buy Floor Plan by Loebl Schlossman & Hackl, revised 09/13/01. A -6 Best Buy East Elevation by Loebl Schlossman & Hackl, revised 09/13/01. A -7 Interior Mall Exterior Elevations by Loebl Schlossman & Hackl, revised 09/13/01. A -7a Proposed Elevations Enlarged by Loebl Schlossman & Hackl, revised 09/13/01. 561675A: 100601/010 B -1 b W N I. A -8 Relocated Sportmart Demo Plan, Floor Plan by Loebl Schlossman & Hackl, revised 03/19/01. A -9 Relocated Sportmart Elevations by Loebl Schlossman & Hackl, revised 09/13/01. w A -10 North Portion Elevations by Loebl Schlossman & Hackl, revised 09/13/01. of JO -1 Jewel Osco Colored Elevations by CSHQA. JO -2 Jewel Osco Canopy Profiles, Enlarged Color Elevation by CSHQA. JO -3 Jewel Osco Proposed Floor Plan by CSHQA. JO -4 Jewel Osco Signage Area by CSHQA. A -11 Outlot Building A Plans, Elevations by Loebl Schlossman & Hackl, revised 09/13/01. A -12 Outlot Building B Plans, Elevations by Loebl Schlossman & Hackl, revised 09/13/01. Preliminary Sign Criteria for Tenant Identification Signs, dated May 10, 2001. Summary of Traffic Improvements by Kenig, Lindgren, O'Hara, Aboona, Inc., dated October 11, 2001. Northbrook Fire Department Fire Lane Site Plan Conditional -Approval Letter dated September 19, 2001. SL -2 Photometric Plan by Loebl Schlossman & Hackl, revised 10/12/01. 561675.v3: 100601/010 B -2 EXHIBIT C Documents Comprising the Improvement Plan All documents dated September 17, 2001: 1.0 Title Sheet 1.1 General Notes, Legend and Abbreviation 2.1 Demolition Plan 3.0 Overall Site Plan 3.1 Geometry Plan — Area 1 3.2 Geometry Plan — Area 2 3.3 Geometry Plan — Area 3 3.4. Geometry Plan — Area 4 3.5 Geometry Plan — Area 5 4.0 Erosion Control Plan 4.1 Grading Plan — Area 1 4.2 Grading Plan — Area 2 4.3 Grading Plan — Area 3 4.4 Grading Plan — Area AT 4.5 Grading Plan — Area 5 5.0 Master Utility Plan 5.1 Utility Plan — Area 1 5.2 Utility Plan — Area 2 5.3 Utility Plan — Area 3 5.4 Utility Plan — Area 4 5.5 Utility Plan — Area 5 5.6 Sanitary Sewer Profile 6.1 Construction Details 6.2 Construction Details 561675.v3: 100601/010 w �a .. . . 561675.v3: 100601/010 EXHIBIT D Site Development Schedule N A ID fj Task Name Qtr 4, 2001 ---fQtr 1, 2002 Qtr 2, 2002 ��I, 3: 2002 Qtr 4, 2002 Oct Nov Dec Jan Feb Mar Apr May Jun Jul Aug Sep Oct Nov 1 Deerbrook Mail Renovations ==NOW MMMEW 2 Phase I 3 Building Shell Center Area Demolition 4 Phase 11 5 Building Shell Center Area Core & Shell 6 Phase III 7 Sportmart Buildout 11 Phase IV 9 Great Indoor Demolition 10 E3 Asbestos 11 Utility relocation police scanner 12 Soft demo reclaim utilites 13 Install Tamp Partition 14 Main Bldg. Demo 15 Foundation Removal 16 Phase V 17 E3 Best Buy Renovations 18 Phase V1 19 E3 Fagade Renovations 20 Phase VII 21 Sitowork 22 E3 Utility Relocations 23 Curb I Pavement Rework (Jewel 6/1) 24 I Sidewalks 25 Landscaping 26 Phase III 27 Oudot Buildings Project: overall schedule Date: Thu 03/07102 Task Milestone ♦ Rolled Up Split External Tasks Split Summary ^ Rolled Up Milestone Q Project Summary Progress Rolled Up Task Rolled up Progress Pagel AA G Q 11' CP U `v 21031237 SITE DATA .CHART SITE AREA 2,072,100 SF EXISTING STRUCTURES TOTAL GSF = 622.421 SF TOTAL GLA = 587,270 SF OLOLOs Q TOTAL CST . 123.366 SF BALLY TOTAL FITNESS 24,946 CST DEVON 84W 2.256 GSF APPLESEE'S 5.455 GSF vo NATIONAL TIRE 8.901 GSF / FITNESS WARENDJSE 47.854 GSF BRL06WCK LANES 29.DB7 GSF TWIN BUILDINGS 4,322 GSF ZZ i/ SOUTH PORTION (SPORTNART, BEST BUT...J .+� TOTAL GSF - 165.814 SF FRiST FLOOR 139.084 GSF / SECOND FLOOR 26.730 GSF CENTER PORTION R1 w X. CINEMA. ULTA3....) TOTAL CST - 165.713 SF \ \ \ \ \ \\ \ NORTH PORTION (9.8. BEYOND. OFFICE NAIL R'A'EL ...) TOiAI GSF .168,073 Y PARKING: TOTAL = 2.624 CARS RADIO: 4.2/IDD0 CST 4.7/1000 CIA AREA TO BE DEMOLISHED AIWA TO BE I I t 44,540 GSF RENOVATED 6T0IEFR07T8 412.7BBGSF TOBERENOVATED 3E GENERAL II U VIII 1111 Illill u l II II II II IIII11111 Illlltlllit 111111 Iillllllltllllll IIIIIIIIIIII IIIIIIII IIII TJ. MA 4x . BE DQ m1I BED &BEYOND OFFICE LLA ( Fp 3EWEL OSLO _ \ b BLOC VORTMART li S BUY_ FNAVS . OLTA.3 \ vACANT O zz 40 s II — -- Z o _ / „ , O .z 40 I 1 /11 1 1 111 I'P'I IIn,11I nIIt LJnn If I I! I II I n .!till ilII1I�11 I!j:ll ll • \�"� ". WAUKEGAN ROAD 1 �� V 1 EXISTING SITE PLAN SCALE: t - 100 -D Mr M , !r� 21031237 OWNaIra CERTIFICATE ►LAM COMMSSIOWa CIRTMATI DEVELOPER I,.n ar w.wn , Y .�," ®o".',:.r" CH /CACiO MILWAUKEE & ST. PAUL R.R. Land Lease Real Estate Investments, Inc. 1° IS . a,4 7 -S /Synarr r 453 N. Cltyfronl Plaza Drive, Suite 8400 m eaun'wr Chicago, Illinois 80811 um—il r°u. nr �wvnu u n°DSiisMS ram r . Ste anln°YU.° ,r °.i . urir w'OS'S _ _ _ <8 2) 893 -6658 nnrala M , mm. a w.m r 'lLYr sm�ceal; ate• ..aelL. •araa.. w rrn, rrlwO1i.a',.1O4oir i� 1d w' ..i.. ��p5!! ��y �y/ / Ym .r AM•tAte ,.Y?�y�d���are� .,,1a1'T� � � � ENOINEEA LJlw,��/� V8 Consultants ruAOe soARns cIRTIrICAn �• �� •, /` /ITS DATA 7826 Janu-Avenue, Suite 100 O1a1 'm'„a^„e °3„401• , �! Woodridge, 911nals 80517 NOTARY'S MTNWATE ® =30i ... N� C i` r r., (080) 724 -9200 n.n a s. .... � � .ran. — , s \� ` .rr r., ARCHITECT See r Y.. Loeol, Schlossman A Hacki rmnr ' :wrir 1 �'s. %' iia, ' iC .✓ ,,,w „�1,r ,w,� Y, WO E. Randolph Drlva, Suite 8400 ' w_rar 1, r,yn r ........ Chicago, 61lnoIs 50601 e.a11aO6s w.wwi,r.�'Y;OiI r Cl RM : rwYn a ' r � � m,,, (812) 585.1600 .urwla�r Ir ard11A 0 nlI IYIYYr Mn y r�rwwrm ra Rw�r e..aa nal. Rr ram i LANDSCAPE. ARCHITECT t1wWeY iii .Y . w r wrlw . nn�1 . s L. !� /R \ \ Ives / Ryan Group, Inc. •� 5�p� \ 1 �o, ..a.n ®.. ..r•'°ai 1801 -A North Street ry NlDellle, Illinois 1. 60368 �Qa fS (080) 717.0726 1 1 1 1 IrII I I I 1119 ' awes ZONING: C -2 II _ iTTil t TiiTflTRiMITiTiTTIIT IZI1iiiILimf1TT Y 0 0 1 } Vic, i' f 14 J I 1 M t 1t at �t 1 II t t i at at t t o I% —11111iIlt�IWlfiJl _ I I wluuulluu�Illllw1wlwlwlwlilwllllwllill_ _ - se se, .r r r.rrr r'.p sc— act REVISIONS Esr a psb r lar lti a lMIdnrN „. M 4 MlY n lw ,N e M ooa�a e0l ` RCRIf DEERBROOK MALL IN.a1Ne. FINAL SITE PLAN 1•q RISC EIaEw OrrIr auas `1 E! g N cv: O cq .XISTINC PLANT MATERIAL D REMAIN !STING PLANT MATERIAL BE REMOVED 02 r 00 pill DREMBROOK MALL REDEVELOPMENT LIEERFIELD ILLINOIS F/0/1,00 on ,ov ........... ,�l mxw• A,.A u 11 Orris U' Yr L C."r4M gm 1—,, —p r. ilr rn LREVISIONS PER Vil �CtjM, w 17. 0 ELM WAUKEGAN ROAD 0 EXISTING VEGETATION �i�illiil �lili iri ills it it 111 DREMBROOK MALL REDEVELOPMENT LIEERFIELD ILLINOIS F/0/1,00 on ,ov ........... ,�l mxw• A,.A u 11 Orris U' Yr L C."r4M gm 1—,, —p r. ilr rn LREVISIONS PER Vil �CtjM, w 17. 0 ELM WAUKEGAN ROAD 0 EXISTING VEGETATION PRESERVATION k /A REMOVAL PLAN L2101 6237 IJUE DATE • -3—oi SHEET DR.- By TLl roal. aHn•• (1xo nao .� C P "D, 2001 1. /Rr.n Group 3 va' .. ba- nra4 ....,.aa TM k•ea nl,p ooro I(� •III .I I" 'l l• II11 I €il / �` 11 '• n III I E I I I I ,�v . C' P oe.lpa•ep, a , o ..-n n n k n a m . e e a r . eaoonm .r _ - �II ' �I ILT9�1:�TfT� _ � I Jr IB_ I'llI I (: i rI •�I�,! - �j1� � �,•yQ . 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R. - Im, ■ ° r , - - ,.,o =_, .--ev -r , .T-r -r «... s[E sH[[T L -! ro■ .• "--r .. e - urmse•RC EHUROEkpi .°61 -,'a, �„ \ SEE SHEET l -! FOR PTYI [ FINAL `uH°surE E"uRDE'a"T "°" NOTE: ALL TREE LOCATIONS ARE SUI MECT LANDSCAPE PLAN rWRS A. )EERBROOK MALL TO FINAL LIGHT STANDARD LOCATIONS. vRaru vo.. Joe vo, [2101 6237 REDEVELOPMENT Y E D.TE -D1 SHEET DEERFIELD rT aK ' v 'D ILLINOIS p -ER - --- L -2 w. v as DRAB, BY _IM p ■ a, .2a -Ecr EO lool :IENT PLAN 'A' Blau v i� :am .� `ynxwH. en n B.�e® "`xr• w is • �....o.•. 4px r. xr w• n... e_ 14 ..uam .m @t DEERBROOK MALL REDEVELOPMENT DEERFIELD ILLINOIS ENLARGEMENT PLAN 'B' wa aawn an s. s o s nx..' s. n'•�.x.°"e� i s .4 M yI� ~ •••� xI ".A 14 � • ea ua m ®. 1C20� ' l!ppppppppi f�Y YI a' ®zoos L:REVISIONS .........a. a w w... � x ...ne .e.a... S � vaw» p� .Ha �• 14 .mean ENLARGEMENT PLAN 'E' `J nf0 Ives /Ryan. Group, Inc. I�.d A.mim UM.op •/tl1i1.(bc fdlt .1.yN...u.. il.. Hxa..i Lwn p� .Ha �• 14 .mean ENLARGEMENT PLAN 'E' `J nf0 Ives /Ryan. Group, Inc. I�.d A.mim UM.op •/tl1i1.(bc fdlt .1.yN...u.. il.. Hxa..i Lwn •.g. 1.4 Yf.l .uc Iwl n)p.s .r.s...nrw.rs. NAL AILED PE PLANS � PL-ANDSCAPE )OB NO.: 6237 01 SHEETJULIE 0' j u 1 P:,\4ENT PLAN 'C' --rl-1 ENLARGEMENT PLAN worm )EERBROOK MALL REDEVELOPMENT DEERFIELD ILLINOIS 21031-23.7 mimm� )!--%' —, ., uo. ENLARGEMENT PLAN 'F' 0 ftm I—Aty- REVISIONS W-ECMS RV. 3 PM VIUAC c- - - - - - - 99 Ives/Ryan Group, Inc. L FIN Ald- A ENLARGEMENT PLAN 'G' E DETAILED LANDSCAPE PLANS PRpICCT ftz loo 2101 6237 SHEET L -4 4 (V A\ ENLARGEMENT PLAN 'K' nl.lmol.ln M1.li Iri m.+'n _ vm�mm�� ms n CQr>...r v.n nr rn rr rqb I u , rimy a Yr. w. m � � mmm n 21031237 ENLARGEMENT PLAN DEERRROOK MALL REDEVELOPMENT DEERFIELD ILLINOIS / / / / / ENLARGEMENT PLAN '1' m ay. mala.rt ff I hY>✓ I i CVW � `• �ltil m I I YLlrf r)s rills Ul r I T I ®Y6>�.Sm.11f0 • y4�fd+. M1...' M1 I� Y.rw.le W w I V mmeutamvrr< �n ma ei�mrtm` 1 Frr_l. 1 ENLARGEMENT PLA M10 r, r,n Im om» rim. la � lM. .. i -ICt,Y Yr_f ENLARGEMENT PLAN u lwl ur VY11) 0 4� ♦� 0 r. t'. WOYL! Y!s IpG II R rtl W.a . M1.li Iri m.+'n _ ms mmm r7 , A lhY.�..YY.I�M1.' t1�'J,rY 6.I�M1 rb� ICY tilt !� M rCl�l W u lam~ hiwl`0lu�h"�Yi1y ' w t�aw1ei0 `� v hi u M1.nY YryluYL ra. 1 u ENLARGEMENT PLAN DEERRROOK MALL REDEVELOPMENT DEERFIELD ILLINOIS / / / / / ENLARGEMENT PLAN '1' m ay. mala.rt ff I hY>✓ I i CVW � `• �ltil m I I YLlrf r)s rills Ul r I T I ®Y6>�.Sm.11f0 • y4�fd+. M1...' M1 I� Y.rw.le W w I V mmeutamvrr< �n ma ei�mrtm` 1 Frr_l. 1 ENLARGEMENT PLA M10 r, r,n Im om» rim. la � lM. .. i -ICt,Y Yr_f ENLARGEMENT PLAN u lwl ur VY11) 0 4� ♦� 0 r. t'. WOYL! Y!s IpG II R rtl W.a . 21031237 FIRST FLOOR 1 DavIMENSION PLAN c..F IM"H t I�Yp f.Rl A. l q A co.ft.eBurga. u o� 7� y Q � ` " 'C NG GARAGE ELEVATION 3ED CONCEPT ELEVATION , 2001 21031237 J y� .lie f �S {ri��� y t� p TI W7�Y•��T�i•iy'4 rx�:E Sb N`.,e' ;,,,''ce,4i''�•r Y e •*,>:� ri•''i}T> '� a �> '�- `�''�y. - �t < - . '°�F%, ,^'F'. s• ' ' J.,ozJ�..�Y•' xt "� y -•1 Z;` b v 31J 1�.wP 1 r s . -.r^% I•y J. tr a.9 e Y ct L toY "t 'i 9 f� s •Y I '�•s.� 4i.. �1. i fn'1.' '�`ti t�-`°r ._> =a:-}. 3.�• l x. S j' t - t �..'�, tYS A" � -'• -l4+ '! nr, Y.tay -� 4t''.. r Q w< F t T {rycv F r i 3 s w-� � $�.b�k"e T u 1�r`� l�� ��' the great indoors DEERFIELD• ILLINOIS `aYr 'SK''3 ti3t ,tY:? 3J Si+l'. I1 I 1 r - t � A .j \V Carter.-Burgess 0001 MEACHAM BOULEVARD SUITE 200 FORTWORTN• TEXAS 70137 21031237 t Q JL W -7. NORTH ELEVATION SIGN AREA 925 S,F. FACADE ARFk 14,221 S.F. rcr awn. SOUTH ELEVATION :PT ELEVATIONS the great indoors 3, 2001 A 2251F kR!FA_ _12 832 S F yp1 5f .1 ®31231 - - - 257' -6 -- - - -- - -- 89 -2.. -- - - -- - -- i EXISTING EAST ELEVATION SCALE: 1/16 - t -0 Ro atl NJ y �a LietN1 Lac J J cQ � C W � a Oo 0 Of > CO W W O.e,r M W wry � �Tmm Existing Eleva East .. A-3 M Pjlkojl�gl V i: mg .�j 01- mmpltftllff� 71) 5 In, I VL 0'= u, - --------------- 4=_ I LLi . 111 L,lif-F __ -_� � =1� Ili___— � _blr .GI-� ., -1i= =� 1i1_�_ -�1 t- �I F, u 0 v .,� . ..... ..... ......... ........... ONE& W.Mm -=a r"ll In prr.qllo HIS M_ 118--- 11 U17110 11 21031237 1 I I i I; ® �--- e--- ��----� }--ro--� -- --gig--- ---- I I I I i I i I I —lam I —= -r --j- - >! —! - -! B,ESTIBUY _ 1 j l l /ACANr� — — —� SPLORTMART 1 1 1 1 I I I CINEMA i INTERIOR MALLI F- DEMOLITION PLAN scue: I' M -o CINEMA THE 15 4- ,.•� J_� GREAT : j j Lend INDOORS INTERIOR i I I MALLI Q �- I lZL Ul —I — BESTIBUY_— i — - m $1,190 GSF CCi w W� I I I i U U FIRST FLOOR (FLAK Z scup: I = so -o Ma ��� � �, a •aum 21031237 21031237 EAST ELEVATION §ULE: 1/16 = 1 -0 EAST ELEVATION - Detail kCUR9 BEVEL LEGEND: A. EXISTING BRICK B. EIFS COLOR 1 C. EIFS COLOR 2 D. BRICK COLOR 1 E. BRICK COLOR 2 F. PRECAST CONCRETE G. GREEN METAL ROOF H. ALUMINUM STOREFRONT I. ALUMINUM COPING J. LIGHT FIXTURE K. TENANT ID SIGN L. GREEN METAL M. GREEN FABRIC AWNING N. EXISTING STOREFRONT TO REMAIN 0. METAL CANOPY v � ^ � � . ' | � ! | �� G* C J P�w r ' 8 ' ' ' � � ) 2. SECTION -0 3. SECTION � ------------------- 4. PROPOSED PLAN - LEGEND A. EXISTING BRICK B. EIFS COLOR I CEIFS COLOR 2 D. BRICK COLOR 1 E. BRICK COLOR 2 E PRECAST CONCRETE G. GREEN METAL ROOF H. ALUMINUM STOREFRONT I. ALUMINUM COPING J. LIGHT FIXTURE K. TENANT 0SIGN L GREEN METAL � M. GREEN FABRIC AWNING � N. EXISTING STOREFRONT � 00 MAIN ' |� 4 2103127 I WEARHOUSE )VATED SPACES =ICE MAX TL f PARAPET I t2 P'T if PARAPET t24' -6" G C K B F J D A H F•CURB LEVEL U•_C- T� / _PARAPET —F —B —C —C —B —F —J —H CURB LEVEL G* B C F B K B J D A F BED BATH & BEYOND T� c� uRS LEVEL ,JEWEL OSCO LEGEND: A. EXISTING BRICK B. EIFS COLOR 1 C. EIFS COLOR 2 D. BRICK COLOR 1 E. BRICK COLOR 2 F. PRECAST CONCRETE G. GREEN METAL ROOF H. ALUMINUM STOREFRONT I. ALUMINUM COPING J. LIGHT FIXTURE K TENANT ID SIGN L. GREEN METAL M. GREEN FABRIC AWNING N. EXISTING STOREFRONT TO REMAIN 0. METAL CANOPY 'SCREENING PROVIDED BY ENTRANCE CANOPY TYPICAL PROPOSED EAST ELEVATIONS SCALE 3 , _ v 7 V/ e}� C q�� Cd G c� C= J Q I- W YC u L C O d Z 0 J J O J o W a m W Q o /LyLLV IX w 0 , Proposed Elevations Enlarged 21031237 I I ij I I I I I I I I I :ZOCKM= ION PLAN EXSI NEW NEW NEW 14 TJ MAXX LOADI DOCKS i i N [XsT EM EM 3 @ NEV 11 E)W NE- -4 EXST (D - - - --- - - - - - 4 ---------- Q BED BATH I& BEYOND SERVICE NEW EXISTK 0EmWC Mall DST I - - - - - - - - - - I- - - - - -- - - @ L .SWORTMART: p I SME E ESN —42,00b GSA Q RETAIL RETAIL D M& 0DOic WU_ + 5,750 SF ± 5,875 SF z, ---------------- - - - + Cw _T WM A4 RW M YE 6M L 3•-• II NEW Do NEW Emm-59 FIRST FLOOR PLAN ow I - _30-0 G" z W Ln 0 0 0 _j 0 w _j 0 > — 1 C: 1 (ra w L) w W ir W 0 9\9 Relocated Sp~ Demo Pim Floor Plar A-8 7 i R00 ter -o" I I PARAPET t25' 0" \L 123'7 ' I I I I I I I I 4SOFFIT Io'- I I I f—t-1 I I I I NORTH ELEVATION - Detail ii5 - C -o EAST ELEVATION - Detail T/ PARAPET t2a' -6' F B C C B J H D A CURB LEVEL -0 J F K B . H 1. EAST ELEVATION SCALE: > >6 = i -0' 3. EAST ELEVATION - Detail SCALE: 3/16" = C -0 VICION113 A. EXISTING BRICK B. EIFS COLOR 1 C. EIFS COLOR 2 =ET D. BRICK COLOR 1 E. BRICK COLOR 2 F. PRECAST CONCRETE G. GREEN METAL ROOF H. ALUMINUM STOREFRONT I. ALUMINUM COPING J. LIGHT FIXTURE K. TENANT ID SIGN L. GREEN METAL M. GREEN FABRIC AWNING N. EXISTING STOREFRONT EL TO REMAIN 0. METAL CANOPY 5. WEST ELEVATION SCALE: 107 _ 1 -0 6. NORTH ELEVATION SCALE i/r = " -0 SportmartF \ Elevations . A-9 21031237 I. ALUMINUM COPING J. LIGHT FIXTURE K. TENANT ID SIGN L. GREEN METAL M. GREEN FABRIC AWNING N. EXISTING STOREFRONT TO REMAIN 0. METAL CANOPY ROOF' 133' -0" T PARAPET 128'-3" CURB LEVEL _D EUVAPON OF BE 0''0' _ NEW SPORWTSTORE VD - Detail OFFICE MAX - Detail T�/_PARAPET BEYOND 127' -6' T PARAPET 124' -6' CURB LEVEL 0' -0' PROPOSED EAST ELEVATION PROPOSED EAST ELEVATION T PARAPET 124' -6" :K C .B J C B F J ,CUP9 LR�EL 0'-0 BLOCKBUSTER - Detail i/ PARAPET t 24 -6" —K —B —F —J —D —H (existing) F 3110c _0- I � - OTHER SPACES - D tail V� N 0. 21031237 ..'n rw.icracon �oenwo awn ., av r•a not ��11 6LarA1�1 • m ro wra'�aaotm acv osO aowo. a. amr.o noa r.o•r ro rr nrtuo •, s.tr ro wra A •��^�+ ..a� voce ro awn S%R[0 sm UCVATpN CMI- {rc tv n rwncr a wnro r msrq'iaor w r•a�ir v�a� ro ri � \ tmnc eacx .omi ru m- TO�•n+a� YDCG �orrw sax own ro awn ®n.o cauw •, a• aqua rx rrmcn v n ,c. r.cr n•oc c�un,c o.w. ro awn rar,ar r.M,.n rorrw,v amr 3aiia nm� nm. M. rawcr 6•aaly W v�—+ ror,n rro. aooi amnova —4. �*Tg Z O V 1 COLOR. ELEVATI( r. - --- are, —"'°• El yr COLOR ./ .. . I :Am-- - • D SCALE: N.T.S. - -- -- V ^ ?,- V Ili(] 210M37 "i, PRo w FISH p@ 'DST 37 CAT '& OELI OOL R IS TA..j O'Co ROD. OFFICE ---CER S &'O-UTER.: ICAE OFFICE 5-267-7 00. 123 141 i I I fREEhR REqm-c Roo. .0 Re 'ER or. 12 O.Rl -BEER s —E UEA�, S WIE 0 R COOLER I SkES RkCiAl--P� + . L �4744-- OAiZ-Fj7E-' T T I CA ROO iYS "Is gEstRoo. -CRY SALES L J: j.. 'SXES OR '- :L ORK oa c6s To. SiRME CEWER I SAL EAj- J CENTER ILORAt. *OR AREA ru STORA j SPACE I7 CA- t --0 E" IdENTER ..m— I'D .... . .... . 10 5 GRACE NO.p EXIT "O.j 6\8 I -FLOOR PLAN a IARMCA, CAMERA LOCK -UP L!nj C—c -------- - ---------------- --- ------ 21031231 1 SIDE rELEV. - JEWEL NORTH SIGN =v. - JEWEL EAST SIGN rniar . +..n y C� M •OCs I9.M.'.wP �a X30 JEaI_L•0. AR O — L 21031237 I RESTAURAN Y RETAIL 18,000 SF SERwCE SITE PLAN s - Detail .,f PAp�p�i G J, 121M 02, K B M D o LEGEND: A. EXISTING BRICK B. EIFS COLOR 1 C. EIFS COLOR 2 D. BRICK COLOR 1 E. BRICK COLOR 2 F. PRECAST CONCRETE G. GREEN METAL ROOF H. ALUMINUM STOREFRONT I. ALUMINUM COPING J. LIGHT FIXTURE K. TENANT ID SIGN L. GREEN METAL M. GREEN FABRIC AWNING N. EXISTING STOREFRONT TO REMAIN 0. METAL CANOPY WEST ELEVATION SCALE: 3732 = i -0 EAST ELEVATION SCALE: 3 32 -I -0 NORTH ELEVATION SCALE 3/32 i -p SOUTH ELEVATION iIAL SITE PLAN TLOT B - Detail -'3 - i cr- in• A. EXISTING BRICK B. EIFS COLOR 1 C. EIFS COLOR 2 D. BRICK COLOR 1 E. BRICK COLOR 2 F. PRECAST CONCRETE G. GREEN METAL ROOF H. ALUMINUM STOREFRONT I. ALUMINUM COPING J. LIGHT FIXTURE K. TENANT ID SIGN L. GREEN METAL M. GREEN FABRIC AWNING N. EXISTING STOREFRONT TO REMAIN 0. METAL CANOPY 2103123'7 WEST ELEVATION SCALE: 3/32" = V -0 EAST ELEVATION SCALE: 3/32' ;- - i 0 NORTH ELEVATION SCALE: 3/32 = T -0 SOUTH _ELEVATION NOTE: SEE A- 11(OUTLOT BUILDING A) FOR DETAILS ME WS l 03�ai O° L� i TO T Lend Lean J J z W Ya Oo O -' �> m 0 W W� W 0 U c Outlot Bldg B Plans, Elevations ,.. _ A -19 DEERBROOK MALL REDEVELOPMENT Deerfield Illinois Preliminary Sign Criteria for Tenant Identification signs May 10`", 2001 All signs for the premises are subject to the.written approval of Landlord and the Village of Deerfield Appearance Review Commission. GENERAL DESIGN REQUIREMENTS: tv 1. One (1) Tenant identification sign is allowed for each elevation. W M 2. Wording of signs shall be restricted to store identity (corporate or official name) and shall not include the product nor goods nor services (and the like) sold. The use of a crest, NZ logo or other established corporate insignia shall be permitted only if used in context with the storefront and the sign design and specifically approved by the Landlord. 3. Tenant's sign shall be three dimensional, fabricated channel type individual letters, with acrylic face and metal sides and backs. Letters shall be internally illuminated with neon tubing. All exposed metal returns, mounting brackets, fastening devices, and any trim caps for letters shall match the sign color. 4. Tenant's sign shall be restricted to the following colors: white, red, yellow, green and blue, the specific shades of which will be determined by Landlord. A combination of a maximum of two colors may be used in the same sign. Other colors may be approved at the sole discretion of Landlord and the Village. All attachment devices, wiring, clips, transformers, lamps, tubes and other mechanisms required for all signs shall be concealed. 6. A seven -day, calendar -type, time device shall be provided by Tenant for the control of the illumination of Tenant's sign. 7. Tenant's sign shall be directly fastened to a vertical face of the storefront in a manner approved by Landlord. No sign will be permitted mounted on, against or suspended from the canopy or roofs. No part of a sign shall extend above the height of the roof deck. 8. Tenant signage may be all capital letters or a combination of upper and lower case letters or script. Letter style will be the choice of the Tenant, but the Landlord will review and approve. 9. Total area of Tenant's sign shall be calculated based on the sign area calculation method used by the Village of Deerfield (Zoning Ordinance, chap.9). In all cases it shall not exceed 8% of the front wall area of the Leased Premises and 4% of a side wall. Wall area of Leased Premises shall be computed as the multiple of the dimension of the width of the Tenant's storefront and the height of the roof deck at the storefront. 10. For tenants located between Best Buy and the relocated Sportmart exclusively, Tenant's sign shall be centered horizontally and vertically in the designated "sign band" defined by the ivory- colored EIFS rectangle in the upper portion of the storefront. Tenant's sign shall not be installed within twelve inches of the sign band's vertical edges nor within 6 inches of the upper and lower edges. J w 11. No animated, moving action, flashing or audible signs will be permitted. �` `1, .�h 12. Electrical service to all signs shall be on Tenant's meter. Fes' YJ 13. No free standing signs will be permitted. W 14. Tenant will be permitted to place upon each entrance of its Leased Premises not more than 144 square inches of gold leaf or decal application lettering not to exceed 2 inches in height, indicating store address number, hours of business, and emergency telephone numbers 15. Floor signs, paper signs, and the like, within eight feet of the storefront and visible from outside the Tenant's space, but within the Tenant's lease line in their storefronts, are prohibited unless previously approved in writing by Landlord. 16. .No advertising placards, paper signs, banners, pennants, names, insignias, trademarks .or other descriptive materials shall be affixed upon the exterior walls of the building or storefront. 17. All signage, its installation and removal, and restoration of the sign fascia will be by Tenant at Tenant's expense. ,� /!Y OCT. -11' 0l (THU) 17 : 5S L i,�, KENIG LINDGREN O'HARA J ABOON 1.9575 W. Higgins Road - Suite 400 Rosemont, Illinois 60018 INC. MEMORANDUM TO: Mike McCall Lend! Lease Corporation FROM: Tim 'thy J. Doron Prin�ipal DATE; October 11, 2001 TEL:8478231029 P. 002 (8 47) 518 -9990 - Fax (847) 518 -9987 email: kloa @kloainc.com SUBJECT: Sum, ary of Traffic Improvements Deertbrook Mall This memorandum summarizes tie issues and improvements that were a product of the many meetings with Deerfield Boards and Commissions, and staff. These improvements should greatly assist regional and loci traffic control, given site constraints and reasonable modifications. 1. Issue Regional improvements— Iniersection widening at Lake -Cook Road and Waukegan Road. Resolution Phase I Study commission d by Cook County shows three (3) alternatives. All three options indicate a need for Idditional land from the Deerbrook Mall property. The owner has agreed to cooperate in y land acquisition and supports the regional improvement. 2. Issue Access and congestion along Lake -Cook Road at the two site drives. Resolution The most problematic of th two drives is the east drive, as vehicles attempting to exit are blocked by eastbound que es on Lake -Cook Road. The owner has worked with their tenants, and have made a ajor concession that, subject to directives by Village staff, modifies the drive and elim ates the'outbound left turn. 3. Issue Right turn lanes along Waukegan Road. Resolution The owner has agreed to the constiuction of southbound right turn lanes at two new . locations, the furthest north drive, and the drive immediately south of the traffic signal. The construction of these lltnes will greatly enhance the southbound flow of traffic along Waukegan. KLOA, Inc. Transportation and Parking Planning Consultants nt T_11- ?t�011 1 ?:.dQ G:] ^Q ? _7 In70 N H W :a OCT., -11° 01(THU) 17:33 4. Issue 5 TEL:8478231O29 Access conflicts for outbo 'nd movements at Beechnut (first drive south of die traffic signal). Resolution Modify driveway to prohib- outbound left turns, These vehicles will now travel to the signal or to Walnut (south) to turn left. In order to accommodate these new volumes, specific modifications are made to the signalized access drive (Chestnut) as specified below. Issue , 1 Significant volumes outbo d at traffic signal. Resolution Although the signal can accommodate both existing and projected volumes, the owner feels that the street networl1 suizounding the site is best served by constructing dual left turn lanes (outbound) at th signalized intersection of Chestnut. Accordingly, Waukegan Road will be widened to ac pt the turns. 6. Issue Cross access to neighboring centers. Resolution The owner is willing to pro ide reasonable cross access to neighboring centers. In summary, the improvements ecommended both by the Village and in the Traffic Impact Study will be implemented. TID \ps McCall octobcr 11 2001.tid P. 003 OCT -11 -2001 17 :48 8478232029 95; P. 03 W W� 1 Northbrook Fire Department 740 Dundee Road (847) 272 -2141 Northbrook, IL 60062 FAX (847) 272 -3294 DIVISION OF FIRE PREVENTION September 19, 2001 V3 Consultants Go Jeffrey P. Ocock, P.E. 7325 Janes Ave. Woodridge, IL. 60517 Re: Deerbrook Mall Site Fire Lane Plan The Fire Prevention Bureau has reviewed the Fire Lane Site Plan for Deerbrook Mall in Deerfield, IL. This plan review has been conducted in accordance with the 1993 BOCA Building and Fire Prevention Code and Local Code Amendments. The following items have been noted in this review. 1. Fire Lane: The Fire Department concurs with the proposed fire lane for Deerbrook Mall. However, the fire lane should be extended through the island as noted in the fire lane site plan. 2. The designated fire lanes shall be.maintained free from obstructions and vehicles and shall be marked in an approved manner. 3. All designated fire lanes signs or markings shall be maintained in a clean and legible condition at all times. 4. Fire Hydrants: Request that a revised civil drawing detailing the location of the fire hydrants be submitted for review and approval. Note: A fire hydrant is required to be provided within 100 feet from a fire department connection. 5. Underground Parking Garage: The following information pertaining to the construction of the parking garage shall be submitted for review and approval. • Construction Type and Height and Area information • Fire Protection Systems (Sprinkler, Standpipe & Alarm) information • Ventilation information • . Accessibility and Means of Egress information • Special Hazards information The.items noted in this review are understood to be preliminary and are subject to a final review by the Village when submitted for approval and permit. Based on the information provided, the proposed fire lane- site.plan,ix. CONDITIONALLY APPROVED. Please contact the Bureau office at (847) 272 -2141 X -130, if you have any questions or comments. r- Sincerely, Anthony J. Lea Director of Fire Fire Prevention C: Cent Case/ Bldg. Dept PRO91901C / file N l-a O W Fr iU W i O 21031237 ....Iwo«...... .... ...... �► r r� 7�f,,l?iii`�T3 F. I{,' "�' ,�`' ',I . t^._IIi'S�- .i!'li'u^+-{f l(i[��1!)•L'l�L�-l•� /��•_' 1 ,111 - -���� ' _ _�`>V. ,�! =� 'r IL n a; �;:+�; c —�r.,` ' =, I ■.�.- :.,i�W���.��iR�_ ���i��:�' angra m f r a 'Fig ! ,■�.r�— �����:�_,:wvr.:�.�`�%� 1��,i u•+ -� I [ _ �;� ,•� _ :• � ', 1 .�� Imo : ' N. /l � •���' 1 ::L: — 7y_��.1.- _ A.��I_3 - - - _ - I:�il :11 IR — �1 "�� ,: " , �• �r. 1 1 1 111 1 111 _ �� I % L��;1 ��"' III• _111 _9d.:ilew �l%1� � _ - -__ — 77.,1���• PARKING LOT LIGHTING PLAN PHOTOMETRIC PLAN 1 J J O w co LL w 0 Z W a 0 W W 0 W T photmo pile 3�0 SL -2 STATE OF ILLINOIS ) COUNTIES OF LAKE AND COOK ) SS VILLAGE OF DEERFIELD ) 7 Ea IIIIIIIIIII IIIIIII IIIIIIIII I II I� II�IIIIIIIIIIIIIIIII jDoc #: 0514439036 Eugene "Gene" Moore Fee: $130.50 :Cook County Recorder of Deeds ,Date: 05/24/2005 11:22 AM Pg: 1 of 54 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 Ordinance No. 0 -01 -39 entitled "An Ordinance Authorizing and Amendment to a Special USe and Approval of a Final Development Plan for Deerbrook Mall" as appears in the records and files of the office of the Village Clerk. Dated this June 6. 2002 SEAL .g%4en;t1L- 4N--� ROAVRT D. FRANZ, Village Clerk Submitted by: Village of Deerfield 850 Waukegan Road Deerfield, IL 60015 t VILLAGE OF DEERFIELD LAKE AND COOK COUNTIES, ILLINOIS ORDINANCE NO. 0-01-39 AN ORDINANCE AUTHORIZING AN AMENDMENT TO A SPECIAL USE AND APPROVAL OF A FINAL DEVELOPMENT PLAN FOR DEERBROOK MALL Published in pamphlet form by authority of the President and Board of Trustees of the Village of Deerfield, Lake and Cook Counties, Illinois, this 20thday of November , 2001. PASSED AND APPROVED BY THE PRESIDENT AND BOARD OF TRUSTEES OF THE VILLAGE OF DEERFIELD, LAKE AND COOK COUNTIES, ILLINOIS, this 19th day of November , 2001. C r. VILLAGE OF DEERFIELD LAKE AND COOK COUNTIES, ILLINOIS ORDINANCE NO. 0- 01- 3 9 AN ORDINANCE AUTHORIZING AN AMENDMENT TO A SPECIAL USE AND APPROVAL OF A FINAL DEVELOPMENT PLAN FOR DEERBROOK MALL WHEREAS, the Plan Commission of the Village of Deerfield has held a public hearing on the application of the Owner (the "Applicant ") of certain property legally described on Exhibit A attached hereto (the "Subject Property ") for approval of a Final Development Plan for the Subject Property attached hereto and made a part hereof as Exhibit B (the Final Development Plan) as an Amended Special Use of the Subject Property authorizing and permitting the redevelopment of the Subject Property as a Special Use Planned Unit Development under and pursuant to the provisions of Article 5.02 -C,9, Article 12.05, Article 12.09 and Article 13.11 of the Zoning Ordinance of the Village of Deerfield, as amended; and WHEREAS, said public hearing was held pursuant to public notice duly given in the time and manner provided by law; and, WHEREAS, the Plan Commission of the Village of Deerfield, after considering the previously approved preliminary development plan for the Subject Property, and the evidence and supporting materials offered at said hearing, made written findings of fact and recommendations to the President and Board of Trustees of the Village of Deerfield that the Final Development Plan is in substantial conformance with the previously approved preliminary development plan, and that an Amended Special Use should be granted authorizing and permitting the I b redevelopment of the Subject Property in accordance with the said Final Development Plan attached hereto and made a part hereof as Exhibit B; and, WHEREAS, the President and Board of Trustees of the Village of Deerfield have considered and reviewed the Final Development Plan, supporting materials submitted by the Applicant, and the findings of fact and recommendations of the Plan Commission of the Village of Deerfield; and, WHEREAS, the President and Board of Trustees of the Village of Deerfield are of the opinion that the best interests of the Village will be served by the approval of said Final Development Plan as an Amended Special Use of the Subject Property in the C -2 Outlying Commercial District authorizing and permitting the redevelopment of the Subject Property in accordance with the Final Development Plan attached hereto and made a part hereof as Exhibit B, and with the supporting materials submitted by the Applicant which are incorporated herein and made a part hereof by this reference; NOW, THEREFORE, BE IT ORDAINED BY THE PRESIDENT AND BOARD OF TRUSTEES OF THE VILLAGE OF DEERFIELD, LAKE AND COOK COUNTIES, ILLINOIS, in the exercise of its home rule powers, as follows: SECTION 1: That the President and Board of Trustees do hereby affirmatively find that the Final Development Plan of the Subject Property, hereby authorized as an Amended Special Use of the Subject Property in the C -2 Outlying Commercial District, fully complies with the requirements and standards set forth in Article 5.02 -C,9, Article 12.05, Article 12.09 and Article 13.11 of the Zoning Ordinance of the Village of Deerfield. SECTION 2: That the President and Board of Trustees do hereby authorize and approve the Final Development Plan attached hereto and made a part hereof as Exhibit B as an Amended Special Use of the Subject Property in the C -2 Outlying Commercial District, subject to the conditions, regulations and restrictions set forth in Section 3 of this Ordinance. SECTION 3: That the approval and authorization of said Final Development Plan and Amended Special Use hereby granted is subject to the following conditions: A. That the construction, development and use of the Subject Property for said Amended Special Use shall be in accordance with the documents, materials and exhibits comprising the Final Development Plan for the Subject Property attached hereto and made a part hereof as Exhibit B. B. That the construction, development and use of the Subject Property for said Amended Special Use shall be in accordance with the terms of a Development Agreement between the Applicant and the Village. C. That the easternmost Lake -Cook access driveway serving the Subject Property will be revised to permit only right -out turning movements for vehicles exiting from the Subject Property. D. Dual left-turn lanes exiting the Subject Property will be provided at the Chestnut and Waukegan Road signalized intersection. E. The gross leaseable area (GLA) of the proposed shopping center shall not exceed 623,671 square feet. F. That Outlot A and/or Outlot B shall be constructed, developed and used for a retail commercial use. G. That at no time shall both Outlot A and Outlot B be constructed, developed and/or used for restaurant purposes. H. Applicant will provide right -turn deceleration lanes on southbound Waukegan Road as provided in the Final Development Plan, subject to approval of the highway authority. I. All representations submitted and made by the Applicant to the Plan Commission and to the President and Board of Trustees. J. Applicant's initial, and continued compliance with the recommendations of the Appearance Review Commission. K. Applicant's compliance with all other applicable provisions of the Zoning Ordinance of the Village of Deerfield. t SECTION 4: That the following variations, from the strict compliance with the regulations of the C -2 Outlying Commercial District are hereby granted and authorized: A. Applicant shall provide 2,804 parking spaces serving the Subject Property as provided in the Final Development Plan, which total includes 166 land banked spaces which Applicant shall improve and provide upon written notice from the Village. B. The maximum lot coverage of 30% is varied to allow a maximum lot coverage of 31.4% in accordance with the Final Development Plan. C. A variation from the requirement of 9 -foot wide parking spaces is hereby granted to allow 285 employee parking spaces 8 feet, 6 inches wide. D. A variation is granted to allow parking spaces to be within five feet (5') of the Subject Property lot line as provided in the Final Development Plan. E. A variation is hereby granted to approve parking area screening as provided in the Landscape Plans included as part of the Final Development Plan. F. The sign modifications attached hereto as Exhibit C be and the same are hereby approved. SECTION 5: That the Final Development Plan hereby approved and authorized as an Amended Special Use of the Subject Property shall be binding upon and inure to the benefit of Applicant's successors, grantees, transferees and assigns, and any violation of the conditions hereinabove set forth by the Applicant or its successors, grantees, transferees or assigns shall authorize the revocation of the Amended Special Use hereby authorized. SECTION 6: That the Village Clerk is hereby authorized and directed to publish this Ordinance in pamphlet form and to record this Ordinance in the office of the Recorder of Deeds of Cook County, Illinois, at Applicant's expense. SECTION 7: That this Ordinance, and each of its terms, shall be the effective legislative act of a home rule municipality without regard to whether such Ordinance should: (a) contain terms contrary to the provisions of current or subsequent non - preemptive state law; or, (b) 0 legislate in a manner or regarding a matter not delegated to municipalities by state law. It is the intent of the corporate authorities of the Village of Deerfield that to the extent that the terms of this Ordinance should be inconsistent with any non - preemptive state law, this Ordinance shall supersede state law in that regard within its jurisdiction. SECTION 8: That this Ordinance shall be in full force and effect from and after its passage, approval and publication as provided by law PASSED this 19th day of November , 2001. AYES: Ragona,. Rosenthal:, Seide'n, Swanson, Wylie (5) NAYS: None (0 ) ABSENT: Kayne (0 ) ABSTAIN: None ( I APPROVED this 1! ATTEST: 'ZdzM:e: ""'% - 5�1. 2 Village Clerk 4 DEVELOPIVIENT AGREEMENT THIS DEVELOPIVIl✓NT AGREEMENT ( "Agreement ") entered into this 19th day of November , 2001, by and between GATEWAY FAIRVIEW, INC, a California corporation (referred to alternatively as the "Owner" or the "Developer "), and the VILLAGE OF DEERFIELD, an Illinois municipal corporation (the "Village "). RECITALS WHEREAS, Owner holds title to a certain parcel of property with an area of approximately 47.5 acres at the southwest corner of Lake Cook Road and Waukegan Road, Deerfield, Illinois, which is legally described on Exhibit A attached hereto and made a part hereof (the "Subject Property"); and, WHEREAS, the Subject Property is improved with a shopping center commonly known as Deerbrook Mall which currently contains approximately 622,421 square feet of gross building area and parking for 2,624 vehicles (the "Center"), as more particularly shown on the Existing Site Plan, Sheet A -1, prepared by Loebl Schlossman & Hackl for the Deerbrook Mall Redevelopment, bearing a last revision date of 06/13/01, which is incorporated and made a part of this Agreement by this reference; and, WHEREAS, .Owner and SEARS ROEBUCK AND CO., a New York corporation ( "Sears ") have proposed a project to construct a new Sears "the great indoors" store on a portion of the Subject Property previously occupied by a Service Merchandise store and the current Sportmart . store, and to substantially redevelop and rehabilitate the Center including the relocation or reconfiguration of existing tenants, renovation and rehabilitation of certain common areas, landscape improvements, parking- lot improvement, stormwater drainage improvements, traffic imprpvements and other public improvements, all in accordance with final development plans and a Development Agreement (the "Project") to be approved by the Village; and, WHEREAS, Owner has represented to the Village that economic assistance from the Village is required for the Project, and that, but for such economic assistance, the Project would not be economically viable., WHEREAS, the Village has determined that the Project will improve the appearance, functionality and competitive position of the Center and of the retailers presently doing business in the Center, that the Project will strengthen the commercial sector of the Village, that the Project will enhance the tax base of the Village, and that without economic assistance from the Village that the Project would not be feasible; and, WHEREAS, the Village entered into a certain Economic Incentive Agreement with the Owner dated September 19, 2001 and authorized by Ordinance No. 0 -01 -31 providing for certain incremental sales tax payments to the Owner pursuant to said. Agreement, provided that the Project is constructed in accordance with final development plans and a Development Agreement approved by the Village for the Project; and, WHEREAS, the Board of Trustees of the Village of Deerfield (the "Corporate Authorities "), having reviewed the report and recommendation of the Plan C6mmission of the 561675.v3: 100601/010 J Village of Deerfield, approved the Economic Incentive Agreement and granted Developer's request for approval of a preliminary development plan for the Project at their rescheduled .regular meeting of September 19, 2001; and, WHEREAS, the Developer has submitted various plans, elevations, schedules, specifications and other documents comprising its Final Development Plan, as that term is defined in the Village Zoning Ordinance, to the Village Plan Commission which has issued its recommendation for approval; and WHEREAS, pursuant to the terms of the Village Zoning Ordinance, the Developer has petitioned the Village for an amendment to the Special Use for the Subject Property and for approval of its Final Development Plan to authorize and permit the development and use of the Project as a Special Use Planned Unit Development of the Subject Property in the C -2 Outlying Commercial District; and WHEREAS, the Corporate Authorities of the Village have received and approved the favorable recommendation of the Village Plan Commission relating to the petition submitted by the Developer, and have determined that the best interests of the Village will be served by amending the Special Use for the Subject Property and approving the Final Development Plan to authorize and permit the development and use of the Project pursuant to the Final Development Plan as a Special Use Planned Unit Development of the Subject Property in the C -2 Outlying Commercial District, subject to the provisions of Village Ordinance No. O- 01- 3 %nd WHEREAS, the Corporate Authorities of the Village have adopted. or, contemporaneously with the adoption of this Agreement will adopt, all necessary ordinances, passed all necessary motions, and. otherwise granted all necessary approvals: (i) authorizing the Amended Special Use for the Subject Property; (ii) approving the Developer's Final Development Plan; and (iii) granting certain exceptions from the Deerfield Development Code; and WHEREAS, the Village has heretofore adopted the Village of Deerfield Development Code (the "Development Code ").by Ordinance No. 93 -53 which, among other things, requires that the Village and a developer enter into a development agreement relative to the development of the certain types of properties located within the Village, including developments such as the Project proposed by the Developer for Subject Property; and . WHEREAS, in accordance with Article III of the Development Code, this Agreement has been reviewed by the Director of Community Development and the Village Engineer, who have made recommendations to the President and Board of Trustees of the Village of Deerfield; and WHEREAS, the parties now desire to enter into this Development Agreement, pursuant to the applicable provisions of the Development Code, for the purposes set forth in the Development Code. IT IS THEREFORE AGREED by and between the parties hereto, as follows: 561675.v3: 100601/010 2 v 11 AGREEMENTS: 1. Incorporation of Recitals and Exhibits. The above and foregoing recitals, being material to this Agreement, are hereby incorporated and made a part of this Agreement as if fully set forth herein. The Exhibits attached to this Agreement are expressly incorporated herein. 2. Identification of Development/Improvement Plan. A. For purposes of this Agreement, the "Development Plan" for the Subject Property shall consist of the documents listed on Exhibit B hereto, which documents have been approved by the President and Board of Trustees pursuant to the Development Code are which hereby incorporated and made a part of this Agreement by this reference. B. In accordance with Section 3 -101 -B of the Development Code, the Developer has provided the Village Engineer and the Director of Community Development with copies of a Final Improvement Plan as a part of its Development Plan. The term "Improvement Plan" when used herein shall include only those documents and/or plans or those specific parts of documents and/or plans listed in Exhibit C that depict public or private improvements as they are defined and specifically identified hereafter. The Village Engineer and the Director of Community Development have reviewed said Improvement Plan and they have provided the Plan Commission and President and Board of Trustees with a letter indicating their recommendations regarding the Improvement Plan. The Village Engineer has also provided the President and Board of Trustees with a letter indicating receipt and approval of all of the appropriate final engineering plans. Said final engineering plans are identified as a part of Exhibit C. The Developer agrees to grant to the Village all easements reasonably requested by the Village which are related to the Improvement Plan. In addition, the Village reserves the right to review and approve all third party easements and cross easements related to the Improvement Plan. 3. Site Development Schedule. In accordance with Section 3- 102- B(4)(a) of the Development code, the- development of the Subject Property will proceed substantially in accordance with the schedule attached hereto as Exhibit D and made a part hereof. The parties recognize and acknowledge that this development schedule is subject to variables relating to weather, strikes, work stoppages, acts of God and other matters outside of the reasonable control of the Developer, Sears or their contractors and subcontractors. 4. Improvement Plan Details. In accordance with Section 3- 102- B(4)(b) of the Development Code, all proposed improvements are depicted and detailed on the Improvement Plan attached hereto as Exhibit C. 5. Performance Guaranty. Except as provided in the following Paragraphs A and B, Developer shall submit a performance guarantee as required by Article IV of the Development Code. A. In accordance with Article IV and Section 3- 102- B(4)(c) of the Development Code, Developer shall provide to Village, in a form satisfactory to the Village, an irrevocable commercial letter of credit equal to 110% of the total cost estimate set forth in 561675.v3: 100601/010 3 il Exhibit C for utilities, above - ground parking lots, drainage, landscaping, sidewalks and fencing (tile "Guaranteed Improvements ") which are described on Exhibit C attached hereto. B. At the time that Developer completes Guaranteed Improvement(s) in accordance with the Improvement Plan and makes payments for such Guaranteed Improvement(s) and partial reduction of the letter of credit, Developer shall provide Village with documentation: (i) identifying the specific Guaranteed Improvements completed by Developer, (ii) the estimated cost for such Guaranteed Improvements, (iii) certificates from the Inspecting Engineer (defined below) that such Guaranteed Improvements have been fully and satisfactorily completed, (iv) all appropriate contractor and /or subcontractor lien waivers for the work performed and materials supplied for the specific Guaranteed Improvements, and (v) such other and further invoices, bills, contracts or documentation as the Village shall reasonably request to evidence completion of the Guaranteed Improvements in accordance with the Improvement Plan. Except as expressly modified herein, all reductions and the final discharge of the letter of credit shall be in accordance with Sections 4 -107 and 4 -109 of the Development Code. 6. Inspecting En ig neer. Pursuant to Section 4 -106 of the Development Code, the Village Engineer, or any mutually acceptable registered professional engineering firm designated by the Village Engineer, shall be the "Inspecting Engineer" authorized to ensure that the development complies with the approved Improvement Plan, the Village Standards and Specification Manual and this Agreement. To the extent that the Village Engineer designates a professional engineering firm to serve as the Inspecting Engineer, such Inspecting Engineer shall invoice the Village for engineering services rendered and the Developer shall promptly reimburse the Village for such engineering fees and costs. 7. Driveways. Both parties recognize that the Illinois Department of Transportation ( "IDOT ") must approve all curb cuts and driveways exiting onto Waukegan Road, and the Cook County Highway Department ( "CCHD ") must approve all curb cuts and driveways exiting onto Lake -Cook Road. The parties agree that: (i) the easternmost Lake -Cook Road access driveway will be revised to permit only right -out turning movements from the Center; (ii) the northernmost Waukegan Road access driveway will be revised to permit only right -out turning movements from the Center; (iii) the Waukegan Road access driveway at Chestnut Street (opposite the entrance to Countryside Estates subdivision) will be revised to provide three traffic lanes for motor vehicles exiting the Center including two (2) left -out turning lanes; and (iv) that Waukegan Road shall be improved with two (2) southbound right turn deceleration lanes approaching the Waukegan Road access driveways serving the Center, in addition to the one (1) deceleration lane that currently exists. Said improvements shall be provided by Developer, at Developer's sole cost, in accordance with improvement plans approved by the Village and the applicable highway authority. 8. Remedies: Upon the occurrence of a breach of this Agreement, any party in a court of competent jurisdiction may obtain all appropriate relief, including but not limited to specific performance, injunction or damages. Notwithstanding the foregoing, before the failure of any party to perform its obligation under this Agreement may be considered a breach, the party claiming such failure shall notify, in writing, the party alleged to have failed to perform, and shall demand performance. No breach may be found to have occurred if performance has commenced to the reasonable satisfaction of the complaining party within thirty (30) days of 561675A: 100601/010 4 t receipt of such notice and if the failing party proceeds diligently and expeditiously to cure such failure. 9. Compliance with Other Rules and Regulations. Except as specifically provided herein, the development of the Subject Property shall proceed in accordance with the ordinances described herein above and with applicable provisions of the Municipal Code of the Village of Deerfield of 1975, as amended. 10. Successors_ Assigns and Grantees. This Agreement shall be binding upon and inure to the benefit of the parties hereto and their respective successors, assigns and grantees. 11. Captions. The captions herein are inserted for the convenience of the parties and are not to be construed as an integral part of the Agreement. 12. Governing Law. This Agreement shall be governed by and construed in accordance with Illinois law. 13. Authority. The parties warrant and represent that they have the power and authority to enter into this Agreement in the names, titles and capacities herein stated. 14. Notices. All notices, elections and other communications between the parties hereto shall be in writing and shall be mailed by certified mail, return receipt requested, postage prepaid or delivered personally to the parties at the following addresses, or to such other addresses as the parties by "notice" shall designate: If to the Village: Village of Deerfield 850 Waukegan Road Deerfield, Illinois 60015 Attn: Village Manager To the Owner or Developer: Lend Lease Real Estate Investments, Inc. One North Wacker Drive Suite 800 Chicago, IL 60606 Attn: William J. Horvath 561675.v3: 100601/010 5 with a copy to: Peter Coblentz Rosenthal, Murphey, Coblentz & Janega 30 North LaSalle Street, Suite 1624 Chicago, Illinois 60602 With copies to: Gateway Fairview, Inc. Gateway Plaza 300 N. Lake Avenue Pasadena, CA 91101 -4199 Attn: Chief Counsel Bovis/Lend Lease One North Wacker Drive Suite 850 Chicago, IL 60606 Attn: Michael McCall a D'Ancona & Pflaum LLC 1 I 1 East Wacker Drive Suite 2800 Chicago, Illinois 60601 Attn: Lawrence J. Moss 15. Severability. If any provision, covenant, agreement or portion of this Agreement is held invalid, such invalidity shall not affect the application or validity of such other provisions, covenants or portions of this Agreement.. 16. Conflict. To the extent this is a conflict between this Agreement and the Economic Incentive Agreement, the Economic Incentive Agreement shall prevail. IN WITNESS WHEREOF, the parties hereto have set their hands and seals on the day and year first above written. a ATTEST: VlL-LAGE6( DEEREIELD; Lake and Cook Counties1i 'into s, a municipal corporation "Village Clerk " ;' ,; i�[ derl GATEWAY FAAYIEW, INC, a California Corporat By: Its: — VICE PRESIDENT, ASST. SECRETARY & ASST, TREASURER 561675A: 100601/010 6 SCHEDULE OF EXHIBITS Exhibit A Legal Description of Subject Property Exhibit B Documents Comprising Final Development Plan Exhibit C Documents Comprising Improvement Plan Exhibit D Site Development Schedule 561675.v3: 100601/010 7 EXHIBIT A Legal Description TRACT A: THAT PART OF THE NORTHEAST 1/4 OF SECTION 4, TOWNSHIP 42 NORTH, RANGE 12, EAST OF THE THIRD PRINCIPAL MERIDIAN, DESCRIBED AS FOLLOWS: BEGINNING AT THE INTERSECTION OF THE NORTH LINE OF THE NORTHEAST 1/4 OF SAID SECTION 4 AND THE CENTER LINE OF WAUKEGAN ROAD; THENCE WEST ON THE NORTH LINE OF THE NORTHEAST 1/4 OF SAID SECTION 4, 793.80 FEET, SAID POINT BEING ON THE EASTERLY LINE EXTENDED NORTHERLY OF DOWNEY'S COUNTRY HOME ADDITION TO DEERFIELD, A SUBDIVISION OF PART OF THE NORTH 1/2 OF SECTION 4, TOWNSHIP 42 NORTH, RANGE 12, EAST OF THE THIRD PRINCIPAL MERIDIAN; THENCE SOUTHERLY ON THE EASTERLY LINE OF SAID DOWNEY'S COUNTRY HOME ADDITION TO DEERFIELD, 1174 FEET TO THE SOUTHEASTERLY CORNER OF SAID SUBDIVISION; THENCE EAST PARALLEL TO THE NORTH LINE OF THE NORTHEAST 1/4 OF SAID SECTION 4, 830.09 FEET TO THE CENTER OF WAUKEGAN ROAD; THENCE NORTHERLY ON THE CENTER LINE OF WAUKEGAN ROAD 1190.4 FEET TO THE POINT OF BEGINNING, (EXCEPTING FROM THE ABOVE TRACT OF LAND THE NORTH 50 FEET AND THE EASTERLY 50 FEET THEREOF DEDICATED FOR PUBLIC HIGHWAY), IN COOK COUNTY, ILLINOIS. TRACT B: THAT PART OF THE NORTH 1/2 OF SECTION 4, TOWNSHIP 42 NORTH, RANGE 12, EAST OF THE THIRD PRINCIPAL MERIDIAN, LYING EASTERLY AND NORTHERLY OF THE NORTHERN ILLINOIS TOLL HIGHWAY DESCRIBED AS: COMMENCING AT THE POINT OF INTERSECTION OF A LINE 1576 FEET NORTH OF AND PARALLEL WITH THE EAST AND WEST QUARTER SECTION LINE OF SAID SECTION 4, WITH A LINE 33 FEET WESTERLY OF (MEASURED PERPENDICULARLY) AND PARALLEL WITH THE CENTER LINE (AS OCCUPIED) OF WAUKEGAN ROAD (FORMERLY STATE ROAD), THENCE WEST ALONG SAID LINE 1576 FEET NORTH AND PARALLEL WITH SAID QUARTER SECTION LINE 1622.35 FEET TO ITS POINT OF INTERSECTION WITH THE EASTERLY RIGHT OF WAY LINE OF THE CHICAGO, MILWAUKEE, ST. PAUL AND PACIFIC RAILROAD; THENCE SOUTH 25 DEGREES 13 MINUTES 30 SECONDS EAST ALONG SAID EASTERLY RIGHT OF WAY LINE 364.88 FEET TO ITS POINT OF INTERSECTION WITH THE NORTHEASTERLY RIGHT OF WAY LINE OF SAID TOLL ROAD; THENCE SOUTH 59 DEGREES 08 MINUTES 30 SECONDS EAST ALONG THE NORTHEASTERLY LINE OF SAID TOLL ROAD 73 7.44 5 FEET; THENCE NORTH 64 DEGREES 46 MINUTES 30 SECONDS EAST 433.887 FEET; THENCE NORTH 25 DEGREES 13 MINUTES 30 SECONDS WEST, 75.00 FEET; THENCE NORTH 64 DEGREES 46 MINUTES 30 SECONDS EAST, 629.232 FEET TO ITS POINT OF INTERSECTION WITH SAID LINE 33 FEET WESTERLY OF AND PARALLEL WITH THE CENTER LINE OF WAUKEGAN ROAD; THENCE NORTH 27 DEGREES 07 NIINUTES 05 SECONDS WEST ALONG SAID PARALLEL LINE 210.56 FEET TO THE POINT OF 561675.v3: 100601/010 A -1 13 BEGINNING, TOGETHER WITH THAT PART, IF ANY, OF SECTION 4, TOWNSHIP 42 NORTH, RANGE 12, EAST OF THE THIRD PRINCIPAL MERIDIAN, DESCRIBED AS FOLLOWS: A STRIP OF LAND LYING BETWEEN THE EAST LINE OF THE CHICAGO, MILWAUKEE AND ST. PAUL RAILROAD RIGHT OF WAY AND A LINE 33 FEET WESTERLY OF (MEASURED PERPENDICULARLY) AND PARALLEL WITH THE CENTER LINE (AS OCCUPIED) OF WAUKEGAN ROAD (FORMERLY STATE ROAD) NORTH OF A LINE 1576 FEET NORTH OF AND PARALLEL WITH THE EAST AND WEST QUARTER SECTION LINE OF SAID SECTION 4, AND SOUTH OF THE SOUTH LINE OF DOWNEY'S COOK COUNTY HOME ADDITION TO DEERFIELD AND SAID SOUTH LINE EXTENDED EASTERLY, A SUBDIVISION OF PART OF THE NORTH .1/2 OF SAID SECTION 4, (EXCEPT THAT PART OF THE NORTH 1/2 OF SECTION 4, TOWNSHIP 42 NORTH, RANGE 12, EAST OF THE TIED PRINCIPAL MERIDIAN, LYING EASTERLY AND NORTHERLY OF THE NORTHERN ILLINOIS TOLL HIGHWAY, DESCRIBED AS FOLLOWS: COMMENCING AT THE POINT OF INTERSECTION OF A LINE 1576 FEET NORTH OF AND PARALLEL WITH THE EAST AND WEST QUARTER SECTION LINE OF SAID SECTION 4 WITH A LINE 33 FEET WESTERLY OF AND PARALLEL WITH TIE CENTER LINE (AS OCCUPIED) OF WAUKEGAN ROAD(FORMERLY STATE ROAD); THENCE SOUTH 27 DEGREES 07 MINUTES 5 SECONDS EAST ALONG SAID PARALLEL LINE 33 FEET WESTERLY OF SAID CENTER LINE 210.56 FEET; THENCE SOUTH 64 DEGREES 46 M fVUTES 30 SECONDS WEST 629.232 FEET; THENCE SOUTH 25 DEGREES 13 MINUTES 30 SECONDS EAST 75.00 FEET FOR A POINT OF BEGINNING OF THE PARCEL OF LAND DESCRIBED HEREBY; THENCE SOUTH 64 DEGREES 46 MINUTES 30 SECONDS WEST 433.887 FEET TO A POINT OF INTERSECTION WITH THE NORTHEASTERLY LINE OF SAID TOLL HIGHWAY SAID POINT BEING 737.445 FEET SOUTHEASTERLY OF (AS MEASURED ALONG SAID NORTHEASTERLY LINE) ITS POINT OF INTERSECTION WITH THE EASTERLY RIGHT OF WAY LINE OF THE CHICAGO, MILWAUKEE, ST. PAUL AND PACIFIC RAILROAD; THENCE NORTH 59 DEGREES 08 MINUTES 30 SECONDS WEST IN SAID NORTHEASTERLY LINE 13.773 FEET; THENCE NORTH 64 DEGREES 46 MINUTES 30 SECONDS EAST 441.573 FEET; THENCE SOUTH 25 DEGREES 13 MINUTES 30 SECONDS EAST 11.43 FEET TO THE POINT OF BEGINNING), IN COOK COUNTY, ILLINOIS. TRACT C: PARCEL 1: THAT PART OF THE NORTH 1/2 OF SECTION 4, TOWNSHIP 42 NORTH, RANGE 12, EAST OF THE THIRD PRINCIPAL MERIDIAN, LYING EASTERLY AND NORTHERLY OF THE NORTHERN ILLINOIS TOLL HIGHWAY DESCRIBED AS FOLLOWS: COMMENCING AT THE POINT OF INTERSECTION OF A LINE 1576 FEET NORTH OF AND PARALLEL WITH THE EAST AND WEST QUARTER SECTION LINE OF SAID SECTION 4 WITH A LINE 33 FEET WESTERLY OF AND PARALLEL WITH THE CENTER LINE (AS OCCUPIED) OF WAUKEGAN ROAD(FORMERLY STATE ROAD); THENCE SOUTH 27 DEGREES 07 MINUTES 5 SECONDS EAST ALONG SAID PARALLEL LINE 33 FEET WESTERLY OF SAID CENTER LINE 210.56 FEET; THENCE SOUTH 64 DEGREES 46 MINUTES 30 SECONDS WEST 629.232 FEET; THENCE SOUTH 25 DEGREES 13 MINUTES 30 SECONDS EAST 75.00 FEET FOR A POINT OF BEGINNING OF THE PARCEL OF LAND DESCRIBED HEREBY; THENCE SOUTH 64 561675.v3: 100601/010 A -2 DEGREES 46 MINUTES 30 SECONDS WEST 433.887 FEET TO A POINT OF INTERSECTION WITH THE NORTHEASTERLY LINE OF SAID TOLL HIGHWAY SAID POINT BEING 737.445 FEET SOUTHEASTERLY OF (AS MEASURED ALONG SAID NORTHEASTERLY LINE) ITS POINT OF INTERSECTION WITH THE EASTERLY RIGHT OF WAY LINE OF THE CHICAGO, MILWAUKEE, ST. PAUL AND PACIFIC RAILROAD; THENCE NORTH 59 DEGREES 08 N4 NUTES 30 SECONDS WEST IN SAID NORTHEASTERLY LINE 13.773 FEET; THENCE NORTH 64 DEGREES 46 MINUTES 30 SECONDS EAST 441.573 FEET; THENCE SOUTH 25 DEGREES 13 MINUTES 30 SECONDS EAST 11.43 FEET TO THE POINT OF BEGINNING, IN COOK COUNTY, ILLINOIS. PARCEL 2: THAT PART OF THE NORTH 1/2 OF SECTION 4, TOWNSHIP 42 NORTH, RANGE 12, EAST OF THE THIRD PRINCIPAL MERIDIAN, LYING EASTERLY AND NORTHERLY OF THE NORTHERN ILLINOIS TOLL HIGHWAY DESCRIBED AS: COMMENCING AT THE POINT OF INTERSECTION OF A LINE 1576 FEET NORTH OF AND PARALLEL WITH THE EAST AND WEST QUARTER SECTION LINE OF SAID SECTION 4 WITH A LINE 33 FEET WESTERLY OF AND PARALLEL WITH THE CENTER LINE (AS OCCUPIED) OF WAUKEGAN ROAD(FORMERLY STATE ROAD); THENCE SOUTH 27 DEGREES 07 MINUTES 05 SECONDS EAST ALONG SAID PARALLEL LINE 33 FEET WESTERLY OF SAID CENTER LINE 210.56 FEET FOR A POINT OF BEGINNING OF THE PARCEL OF LAND DESCRIBED HEREBY; CONTINUING THENCE SOUTH 27 DEGREES 07 MINUTES 05 SECONDS EAST ALONG SAID PARALLEL LINE 816.02 FEET TO A POINT 398.48 FEET SOUTHEASTERLY OF THE INTERSECTION OF THE LAST SAID PARALLEL LINE WITH ALINE 559.06 FEET SOUTH OF AND PARALLEL WITH SAID LINE 1576 FEET NORTH OF AND PARALLEL WITH SAID QUARTER SECTION LINE; THENCE SOUTH 85 DEGREES 48 MINUTES 35 SECONDS WEST 855.62 FEET TO A POINT OF INTERSECTION WITH THE NORTHEASTERLY RIGHT OF WAY LINE OF SAID TOLL ROAD, SAID POINT BEING 813.39 FEET SOUTHEASTERLY OF (MEASURED IN THE SAID NORTHEASTERLY LINE) ITS POINT OF INTERSECTION WITH SAID LINE 559.06 FEET SOUTH OF SAID LINE 1576 FEET NORTH OF SAID QUARTER SECTION LINE; THENCE NORTH 59 DEGREES 08 MINUTES 30 SECONDS WEST IN SAID NORTHEASTERLY LINE 522.355 FEET, TO A POINT 737.445 FEET SOUTHEASTERLY (AS MEASURED ALONG SAID LINE) FROM ITS INTERSECTION WITH THE EASTERLY RIGHT OF WAY LINE OF THE CHICAGO, MILWAUKEE, ST. PAUL AND PACIFIC RAILROAD: THENCE NORTH 64 DEGREES 46 MINUTES 30 SECONDS EAST 433.887 FEET; THENCE NORTH 25 DEGREES 13 MINUTES 30 SECONDS WEST 75 FEET; THENCE NORTH 64 DEGREES 46 MINUTES 30 SECONDS EAST 629.232 FEET TO THE POINT OF BEGINNING, IN COOK COUNTY, ILLINOIS. 561675.v3: 100601/010 A -3 1 *114 CIH I I a i?fl�' Documents Comprisinz Final Development Plan A -1 Existing Site Plan by Loebl Schlossman & Hackl dated 06/13/01. C -1 Final Site Plan dated 08- 28 -01, revised 10- 04 -01. L -1 Existing Vegetation Inventory, Preservation and Removal Plan by Ives/Ryan Group, Inc., dated 4 -3 -01, revised 8- 30 -01. L -2 Final Master Landscape Plan by Ives/Ryan Group, Inc., dated 4 -3 -02, revised 8- 30 -01. L -3 Final Detailed Landscape Plan by Ives/Ryan Group, Inc., dated 4 -3 -01, revised 8- 30 -01. L -4 Final Detailed Landscape Plan by Ives /Ryan Group, Inc., dated 4 -3 -01, revised 8- 30 -01. L -5 Final Detailed Landscape Plan by Ives /Ryan Group, Inc., dated 4 -3 -01, revised 8- 30 -01. A -010 The Great Indoors - First Floor Dimension Plan by Carter & Burgess, Inc., dated 10- 26 -01. A -109 The Great Indoors - Fixture Plan by Carter & Burgess, Inc., dated 9 -28- 01. The Great Indoors - Parking Garage Elevation by Carter & Burgess, Inc., dated May 29, 2001. The Great Indoors - Concept Elevations by Carter & Burgess, Inc., dated June 13, 2001. 1. A -3 Existing East Elevations by Loebl Schlossman & Hackl, revised 09/13/01. A -4 Proposed East Elevation by Loebl Schlossman & Hackl, revised 09/13/01. A -5 Best Buy Floor Plan by Loebl Schlossman & Hackl, revised 09/13/01. A -6 Best Buy East Elevation by Loebl Schlossman & Hackl, revised 09/13/01. A -7 Interior Mall Exterior Elevations by Loebl Schlossman & Hackl, revised 09/13/01. A -7a Proposed Elevations Enlarged by Loebl Schlossman & Hackl, revised 09/13/01. 561675.v3: 100601/010 B -1 A -8 Relocated Sportmart Demo Plan, Floor Plan by Loebl Schlossman & Hackl, revised 03/19/01. A -9 Relocated Sportmart Elevations by Loebl Schlossman & Hackl, revised 09/13/01. A -10 North Portion Elevations by Loebl Schlossman & Hackl, revised 09/13/01. JO -1 Jewel Osco Colored Elevations by CSHQA- JO-2 Jewel Osco Canopy Profiles, Enlarged Color Elevation by CSHQA. JO -3 Jewel Osco Proposed Floor Plan by CSHQA. JO -4 Jewel Osco Signage Area by CSHQA. A -ll Outlot Building A Plans, Elevations by Loebl Schlossman & Hackl, revised 09/13/01. A -12 Outlot Building B Plans, Elevations by Loebl Schlossman & Hackl, revised 09/13/01. Preliminary Sign Criteria for Tenant Identification Signs, dated May 10, 2001. Summary of Traffic Improvements by Kenig, Lindgren, O'Hara, Aboona, Inc., dated October 11, 2001. Northbrook Fire Department Fire Lane Site Plan Conditional Approval Letter dated September 19, 2001. SL -2 Photometric Plan by Loebl Schlossman & Hackl, revised 10/12/01. 561675.v3: 100601/010 B -2 EXHIBIT C Documents Comprising the Improvement Plan All documents dated September 17, 2001: 1.0 Title Sheet 1.1 General Notes, Legend and Abbreviation 2.1 Demolition Plan 3.0 Overall Site Plan 3.1 Geometry Plan — Area 1 3.2 Geometry Plan — Area 2 3.3 Geometry Plan — Area 3 3.4. Geometry Plan — Area 4 3.5 Geometry Plan — Area 5 4.0 Erosion Control Plan 4.1 Grading Plan — Area 1 4.2 Grading Plan — Area 2 4.3 Grading Plan — Area 3 4.4 Grading Plan — Area 4 4.5 Grading Plan — Area 5 5.0 Master Utility Plan 5.1 Utility Plan — Area 1 5.2 Utility Plan — Area 2 5.3 Utility Plan — Area 3 5.4 Utility Plan — Area 4 5.5 Utility Plan — Area 5 5.6 Sanitary Sewer Profile 6.1 Construction Details 6.2 Construction Details 561675.v3: 100601/010 1w -4.Ili -(IM17 Site Development Schedule 561675A: 100601 /010 ID 0 Task Name 1 Deerbrook Mall Renovations 2 Phase 1 3 Building Shell Center Area Demolition 4 Phase II 5 Building Shell Center Area Core & Shell 6 Phase III 7 Sportmart Buildout 8 Phase IV 9 Great Indoor Demolition 10 0 Asbestos 11 Utility relocation / police scanner 12 Soft demo I reclaim utilites 13 Install Temp Partition 14 Main Bldg. Demo 15 Foundation Removal 16 Phase V 17 ® Best Buy Renovations 16 Phase VI 19 ® Fatade Renovations 20 Phase VII 21 Sltework 22 ER Utility Relocations 23 Curb I Pavement Rework (Jewel 611 ) 24 Sidewalks 25 Landscaping 26 Phase III 27 Outiot Buildings 4, 2001 Qtr 1, 2002 Qtr 2, 2002 Qtr 3, 2002 Qtr 4, 2002 Oct Nov Dec Jan Feb Mar Apr May Jun Jul Aug Sep Oct Nov i t { Task Milestone Rolled Up Split .. ., , External Tasks Project: overall schedule Split Summary 1W Rolled Up Milestone O Project Summary Dale: Thu 03/07/02" Progress Rolled Up Task Rolled Up Progress Page 1 Do SITE DATA .CHART SITE AREA. 2,072,100 SF� EXISTING STRUCTURES TOTAL GSF = 622.421 SF TOTAL GLA - 587,270 SF p OUTLOTS: Q o TOTAL GSF - 123.366 SF BALLY TOTAL FITNESS 24.946 GSF DEVON BAM 2.256 CSF APPLEBEE'S 5.455 CSF 16 NATIONAL TIRE 8.901 GSF - FITNESS WAREHOUSE 47.854 GSF _ i BRUNSWICK LANES 29.067 CSF - TWIN DJLDWCS 4.322 CST - i i SOVTII PORTION (SPORTMART, BEST BUT, _) r,aec TOTAL GSF - 165.814 SF FIRST FLOOR 139.054 GSF SECOND FLOOR 26.730 GSF CENTER PORTION (TJ AAXx, CwEW. ULTA3.._) ` \ \"'\ TOTAL CSF - 165.713 SF NORTH PORTION (B 9. BEYOND. OFFICE MAX, JEWEL 111111111111111"A / TOTAL GSF - 168.073 SF \\\ \\v: \\'.\.,v.., \\\\\'\`• \..`\ \\.".,•, PARKING: TOTAL = 2.624 CARS —� `A \\ \ \\\`,\\\\.\ \\ �,'�\\\•• \ \ \ \ \ \ \ \\ \ \\\`, \'. �� 4 RATIO: 4.2/1000 GSF 4.7/1000 G1A J 17/ / /1 / / ///) Ill /ll !Il ll/ AREA TO BE I/ / \\\\ \\\ �5--� DEMOLISHED AREATOBE It 244.540 GSF RENOVATED STOREFRONTS \' \ !! .12366 GSF TD 6E RENwAI® 1" :E F �! Illllllllillllllilll IIIiIIIIIIIIIIIIIIIilllllilllllllllllllllllllllllll- Illlflllllllllllllllllllllllllllllltlllllll (Cll 3E 6pil4rt : ; e w MIE \� 0 8 ' , i BED k BEYOND OFFICE uAx BUFF JEWEL OSLO \ O J W W .•: // /// SPORTNART @EST BUY. : rWglz . ULTA3 \ Q 'IO' \ \\ VACANT a 11A.1i ` Ill W o Q Sul Tr - \ zz G zz ZZ zz zz zz J W S \;,III /run n 'I n I fl;l rlr nllul 11 `n;lln!I11:1 1; ° ;I/ II III I11'lll ltl r , : II IIIIIIII ill l(III VIII I I 1 III I I I :;!!111!I!111!111;�1111 112 WAUKEGAN ROAD ��// I� ORD 0-01-3Q Exis EXISTING SITE PLAN Site Pting Ien SCALE: 1 - 100 -0 Tr, a p -1 I I OWNER'S CERTFICATE PLAN COMWaeIOWS CERTIFICATE DEVELOPER n.n v n.l.l.. ° u "�^'• Lend Lease Reel Estate Invaatmante, Inc. "647gr�y Flrirr�il ® ' CHICAGO, MILWAUKEE WAUKEE & ST. PAUL R.R. 455 N. Citytronl Plaza Drive, Suite 3200 un i.°.�"w m uMbflor°s° RROwI''ro'veMeYO ra°`sM Chicago, Illinois 60611 .v..acoa .p Mo" �ria+..ao maN � 10• - / (312) 398 -5538 ,•� •� do ENGINEER VILLAGE eoaRme CERT¢ICATE �I�� �• J/ V3 Consultants rl 7325 Janes-Avenue, Suite 100 WE DATA Woodridge, gllnola 60517 NOTARY'S CERTIRCAT! 1 ar , � \\ C / nR .". (630) 724 -9200 nia{.J« ° °. v �\`,• , unu «., ARCHITECT 130 E. RandoplhaDrive, Suite 3400 Chicago. Illinois 80801 ^�• �•. •••v+. n . r y� :• y/ .". ««...c ra ra., «...,, ..r. (312) 685 -1800 eiivat n.vo .e RRaala yr aR�S.. v?�.E(L. ��/ l '� •�Ir r. «• LANDSCAPE ARCHITECT � • . Ives / Ryan Group, Inc. p'� a :� s"ava ai `emir :'r. I « v nc 1801 -A Nor Mill Street Naperville, Illinois 60563 Q¢tr5 � �,/ , `••.�/ •• a • ,.� a. (6301 717-0726 1+TrrarwurAT 5 E� p� l l l l l l l l l l l l l p !/ • 1eu.I,.�aav �Q�'� i �� ' _ — ZONING: C -2 — I � Trm / - J _ - _ TrffMTifTfiTTfffTilM liTffRi —mm- 7/o _ ^- �.8 — J» � � � 1 •M t at at of i � // t ! I I t t + at a i � at + at It at t t 0 L - - - -- p llLlllllllllw1111111W�WIwiwlwlml�illl1llI11 JI11J __ J _ llwIIIIi11�� — 1111WII1�IWlllll _ .,� _— --------- - - - - -- — ar— _ �{ _ :7N!Ni;: C.y aaE rTEr REVISIONS ofam PRK � Sderrobh uIN" iy na .�.1 ti FVQIW or. 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""rar u• a n. werr r Z. a ,a ..wrw • a +n.... .0 m,.. a � ee. .x •n via' oIN eraoorrCx r,. caraw . . . . xesCt `��\ ' 4>R ml, OL4 \Y��`\ � NN" I WAUKEGAN ROAD e(MM yea a�atmr. Q O O Ives/[ Group, v Ird fl Cm I I n.�lwln g wln EXPRINC VECETAT INVENTORY, PREMOVAL POI.NAN 0b0-01 -31 V / PROTECT NO.. OB N0: (rte, (2101 6237 c— Dare. •-�-Bt SHE! iU UE a xua: PU NCR. —_JXR �- ,—� e�tv� Oftr BY --in an0 M� [kips UWI m. 11.e (12j ampoNM 11. Ne wl pmnlW b rol +.— w I, w. ._I. v 910 o�ana De 61na� enttNborcAnD eM 1a+x�olien ale • , a�ic a ,.pM Ie kii.r , llam mMxrar DanM OepIN OI ' Nllivat dc;thmn. Ce Da CMa ..In an W. M :era. a6enee W) of e er.l,�l Guankl +[. . +a.nae IM ort1. '�co. i�aTVy .nar Ir. f.lulian[ rt De Cn;lltl oM In, ViIC80 .�nqf la L'[ waled. - r:.'.•..,:.:.: t4s p 2001 1. 41�� 1 jJII -li i; 71r1• ,�-- �• ^� .: ..... ...... �... `l �d�4�xoolr.+.r.a<n.r ..y - i �.. _ _ _ 11 �I I +i- �4. �.� ) U 7•,�:lr_.• •,��': 7 p ~r� __'j1� 11 =_,T•. - ��. P� = L��{y��,-a.: / � .N�/ `` .:`. :` _'__- - _ _. -:�; ••\� \Y MK .fWwt lD. cm. yN� REVISIONS PARKIN6 LOT 15LANp `% a,. -.ra � � �'•• ` � �� T PER v w c rtmE+ e_w� < < - n ru _ (' VV e0.4U' a+rJ RN•V a•rN IL r1 ^ n n rr '010 1-1, rig'. '4 v INDOOR' . III■ 171 IT1, _� c l } 1 fr a lbl E . EGO Ilb 11111 � � � till: y �. .ark_:• _a��<r • tl 841..1 blrJ II�[I Yyy ]y M1 +m•nrr+ [1W u ]b Q % m � .'>yw Dm' Sb.+l tb G.s W ]b 61i1i+ LL4,6,• 91W Dm•Mm ]1 . \ 16 ;116 ['OmM„' G1enw. UNM I.J W0.. SM o _ _ ," ar IOLm ,, 16ne1 N..vW Dm ]V __ s- / \' ttJ ] h+Inln C.MU. 1 i1e:Jm GRfpe 6.16.+ fl1 � •i.- � �� e..q !lam l4mi �° b R i. \ �w arJe,.m' 4uisr +� Ww1Y ]pr ID \�. llllll::::::.....�11111 m+m lYwe' FNm CrNh Kbe. 1'tl / Yr m1u.q D_p1m amt 41m.J 6.1 �•m•• aM�°• eY1 BEG PLANT:N6 'DETAIL (6000NP„Gw_' F21L:NNLeLS J/ v Nc4 ONNAM? Tµ 6fu esl .n SEC WET L -S FOR "NDSCIPE ENURC YrNT RUNS 'K' . 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Yo art. ,l R Yb y 30 - � FIRST FLOOR DQrILTiSION PLAN K•tL M'�f -P �.o....qq q. ca"w-Burgea �T : { i11 [ 1..(� { f —il i>(7��,r !�! P±� ry P •f�� t� "�zrca `rte � - Y.. r ry +r, r 7T �`l �r ���4' 1 �. xai '�`4� T` ff :{ , .3 i � .� J � 'j � ' €; •'' ��; - � '�_ � n I � 1•v. 'i .� 3 x l i ; ;�y. .. ��i`� �.�'� � I {jt }.�t .�E3 �. OFF }•; _.?�,.,t ��.} tt i�.� ,:j �3 �' t ra �. }_fit. � l��.� �s �.�. K} r ft '/ S..S- .Y t�rrrr _,rr ._ a _ _■ -- -r■ rirrrrpt ® :►.� � � t `x`'44,.'~• f , ` CLEAR�NCF11EIGNT T i > i - G a NOW _ � EAST ELEVATION 4 n. .L -}'t17 +•; i ti s '^r�"����'t4T�iHOS �,., '.ix g � �i,Fr. .r .. y„a� r �' � t aaaswoa++unu¢ - NORTH ELEVATION ' 1y t �� ` f �ys+�- =i•`., FL 7� _� ���Tt.. i•�i•y, ' �Oa crops� " CPOQal01lOMiaO �l�Sl rt' 9a0nM�5ThIE1 rA� atO.uMMG MJM1 MCa.MiC• uOOA! MR1vW Y00a6A �aFMMrrwa¢wt V[U1Y�SAO su aauma crawrAawsrwx¢ mwa+�.wna+rnw.o 1 inim uacumv /� a.wr�wo.e J aan...«uoac n'ir . ft��6C8�Ab�1� 'B�aRxlATrrk�����• .,.Z ��s r�'r�c -.r rr'aT ` uO�iAtsC4MUVr„ WEST ELEVATION � hFG •+rU YlSK110M1R140CK —` �1 SOUTH ELEVATION;-Aar :PT ELEVATIONS 3, 2001 L- mu / SIGN AREA 9255F. roa py0..rt�oMUa *,p.uxrpt�,•^• ���'r FACADE AREA: 12.912 S.F_ T 2°b . -. ',.1 �• .. a.va mwuwavar. =D BATH & BEYOND OFFICE MAX CROWN BOOKS 150' -0" i. 100' -0" i, 43' Old Cowry Bm 95' -0" SUBWAY 257' -6" 89' -2" - -- -- - - -� 014b. 0-01-31 EXISTING EAST ELEVATION SCALE: 1/16* - 1 —0 !!J2 �a Lend u Il.l llt1t11.Y J J L u Y` Oc O� c , m� � u W� W . Bz7z7-- p.nr M W Existing EF East >w. � A-: mlll WIMM milm llm�mmm -;�-� i � I�� i Y� •5 ' I�-p- yY�°-�_ �1 i li 1--•t-16 t--��--'r`-�`= -> .. i ACANT� — _I SP�ORTMAR�T j j — BESTIBUY ' � O CINEMA HOR -LI G DEMOLITION PLAN ,I SCALE: I -=30 -'0 THE o " GREAT f I �snc 101m G� I _ DTMP I I I IptY — I Mi a. IKY pC I 1 -i- - ' I f I l ;• I I i •�- i BESTIBUY — f — ! } 51,19;0 GSF FIRST = Jo aFLOOR H CINEMA ---a Lem J 10R Q O O — co — W _ W Ajs1 �- LfGID EAST ELEVATION EAST ELEVATION - Detail -= _ .T LEGEND: A. EXISTING BRICK B. EIFS COLOR 1 C. EIFS COLOR 2 D. BRICK COLOR 1 E. BRICK COLOR 2 F. PRECAST CONCRETE G. GREEN METAL ROOF H. ALUMINUM STOREFRONT I. ALUMINUM COPING J. LIGHT FIXTURE K. TENANT ID SIGN L. GREEN METAL M. GREEN FABRIC AWNING N. EXISTING STOREFRONT TO REMAIN 0. METAL CANOPY 07z. O-DI-51 v 1. ELEVATION - Detail ./ P.00I J9' -i G' C J ,T/ PARAPET 725 -0' F B F i P,P LRTL .0. 2. SECTION J s _o 3. SECTION 2. SGLLE to . i _p 4 6 2 EIKE - . - - - -- -- I -- - ' I 4. PROPOSED PLAN LEGEND: A. EXISTING BRICK B. EIFS COLOR 1 C. EIFS COLOR 2 D. BRICK COLOR 1 i E. BRICK COLOR 2 F. PRECAST CONCRETE G. GREEN METAL ROOF H. ALUMINUM STOREFRONT I. ALUMINUM COPING J. LIGHT FIXTURE K. TENANT ID SIGN L. GREEN METAL - M. GREEN FABRIC AWNING = N. EXISTING STOREFRONT = 0�$MAIN �j� 0• jy�( CANOPY c. E N% o; r` a i WEARHOUSE I )VATED SPACES ICE MAX T/ PARAPET tY 2a' -6° ` -F -B -C -C -B -J -H -D -A ,d-,CURB LEVEL T/ PARAPET 127' -6" T/ PARAPET 124' -6" I I CURS LEVEL G* 8 F 8 K B J D A F BED BATH & BEYOND T� CURB LEVEL o,—O" LEGEND: A. EXISTING BRICK B. EIFS COLOR 1 C. EIFS COLOR 2 D. BRICK COLOR 1 E. BRICK COLOR 2 F. PRECAST CONCRETE G. GREEN METAL ROOF H. ALUMINUM STOREFRONT I. ALUMINUM COPING J. LIGHT FIXTURE K. TENANT ID SIGN L. GREEN METAL M. GREEN FABRIC AWNING N. EXISTING STOREFRONT TO REMAIN 0. METAL CANOPY 'SCREENING PROVIDED BY ENTRANCE CANOPY TYPICAL JEWEL OSCO owD- o -ot -39 PROPOSED EAST ELEVATIONS :CaLE 3.116 = m= u. eN m cs 9 c= J J Q F W Ya Oo O1 �> �'m/ o {.J.. I�lly W LL w Proposed Elevations Enlarged p 9 (16 0 (D T. — — — — — — -- — --- — — — J 7T BED BATH I& BEYOND .7, V EX67WC DxE'W'cWC WALL 'j TO BE DEmOLISH 77717S--- P AREA TO BE RENOV ATE'b 7 OCKROOM iON PLAN NEW NEW 5 q I 18 (1" !� N I . TJ MAXX LOADIr DOC Si i N EXsT EKST EXST IS 4 — — — - — — — isa• - IT' (vu.) NEW EX5T .......... . .......... (Z) NEW -4 I --- --- ----- -- - EXST (D - - - - - - - - - - - - - OE 19 BED BATH !& BEYOND EX, TING MUSING AU--\ i SERVICE NEW CKSIc DEwU4 LLI — — ------- DST .SPORTMART 2! p I EWCE CORMUOR —42,00b G"S NEW o RETAIL RETAIL E) iTM DEM17 WAU--,\ 5,750 SF ± 5,0.5 SF T —-— — -------- NEW EXIST NEW KWSWdi 'ALL— STOCKROOM ULTA 3 DODIM ANIb RANT TO RftkkTE "Tt C 30'-V w' -o' I 3w-w I (V.Lr.) —0. 1 16 NEW NEW EXST NEW FIRST FLOOR PLAN �t: I = 30 -0- G" off. o -.D I - 3 C) off z W L/I 0 z -I 0 0 0 _j W Of > Of LU LU W Q 7 olocatod Sportmart emo Ptah Floor mu A-8 A _ T /R00 133' -0" I G I PARAPET J t25' 0" ROOF DECK t� F I I K I I I I B I I LOL 0 I io' -D' I i H I NORTH ELEVATION - Detail 1 -0 $L/ 1A t24' -6" F �'S WEAMOUSE c -- C B F _ J r.. H A CURB LL'JLL -AST ELEVATION - Detail 1. EAST ELEVATION SCALE: 1 /10 = V -0 3. EAST ELEVATION - Detail SCALE: 3/16' = -0 LEGEND: A. EXISTING BRICK B. EIFS COLOR t C. EIFS COLOR 2 -ET D. BRICK COLOR t E. BRICK COLOR 2 F. PRECAST CONCRETE G. GREEN METAL ROOF H. ALUMINUM STOREFRONT I. ALUMINUM COPING J. LIGHT FIXTURE K TENANT ID SIGN L. GREEN METAL M. GREEN FABRIC AWNING N. EXISTING STOREFRONT EL TO REMAIN 0. METAL CANOPY 5. WEST ELEVATION SCALE: 1'15 -0 T- T Sportmart 6. NORTH ELEVATION aevationa SCALE. IPA = '4 q , ... A- I. ALUMINUM COPING J. LIGHT FIXTURE K. TENANTIDSIGN L. GREEN METAL M. GREEN FABRIC AWNING N. EXISTING STOREFRONT TO REMAIN 0. METAL CANOPY L '2 1 - OF t28' -3" PARAPET $1 'D ELEVATION OF BED : NEW SPORTWT SMRE AD - Detail OFFICE MAX - Detail 3/ii, c 1 -0- r/ PARAPET Bum ±27'-6' V PARAPET ±24'-6' CuRS LEVEL 0'-10" PROPOSED EAST ELEVATION PROPOSED EAST ELEVATION SCALE: 1/16- = 1 -0- /PAE � PET 1 ±2 _6T C c -K -8 -c B F A V PARAPET 124'-6" B G F i D H (existing) -vE ,��CIIRL1111, BLOCKBUSTER = Detail 329 cd o 0: W 0. 0 -0 j w > W w W W 0 OTHER SPACES Detail sc!�E North Portion Elevations on. ID -0 1-31 — A-tin .c+'tiwow GV.1[f1.00f to wtw nYMO#D MKOrt •Pf:K�ou1 OS l0f OI MNtT a 1•TU� rcv r.a WON -.38 EL(VAIC" oath avt mart 10 a 1 %9i0 Sm CLCVAT ! Gb'tl0 I.cow 4UMlY noft fROwi t/ O-L. 0 0 10 ISLMI C4IIIIC 0a WDw 10 .DWG W/ W YIOt Tt RA r rPrl .i r(r CPrtAi[ MA fITHC4 Of T Ww ftfN[t n.rav gliavv toot 'mw -im.a= 4 }via 777- C.rtwo POC -OW �TEl.O CMLM 1I ORSTo CO uw ov,b . a -oI -31 o � © Io RCOOI �R I O F's. .POST I i Q Q 12 lJ O 15 © (1 O j ! CO LER . MtAP 'I CE�iRK I Y Q I ]0 ], I SAA Too i I QJEWEL OERA Ni OSCO �._. _ .. µAGER•S NAPA rs:: • T I "• I i 1 . 11]w R 041RICK i Y GER'S Y.W,�ER'S EAi •� OELI I :.�_ I 10E oEE1c OEt1CC p4PYTER.:. . 0 OOl R YEA CY1 '. .� q I 129 126 125 0 4 j .. C-ERA i 'I RdGu .'1 - 12a 12] .. I LOGIC- I1..:.... _ li I I I I 4R •GROCERY I EQE1vwG I '•I l I FREEZE I 119 i FREE2 ER I II I ROOM R0. I 71]O Z. R �. . —.�. 1 ! ... _.r sEdl51 '!_ I U0 ... u i I i 1. 4L : 7 �_ '- u I COOLER I 1, \ I .... ..; SEER b wRg NEA I ! tnxtafsll I' I SKE ARU I I I3ETU 1�_ I KES I -BEER II4g��g I. 75 I I I I I D RY i sTttClAr ="" ]� I �_1 _. COOLER I 5 ES AREA OAT Roo. .�._._t.'_T.'7� 1 - I •.- I j. - 72 12S I1_ -._f _ ._ • _ - - II� !{..�, SfROOU ROOY n0. 1 ' SKCSY I �� - I 35 - - i -.E. I 'J I I '117 I� I �1 I� I I E I 1 M:= _ DYE —.L._. I I j -.. 1 j• i 1 EDR.t- SKE,_.REL _ '—O _ TR004 j I ck;s Dili y PRDWG[ 1 -III i F I CENTER sK[s AREA iL •I1 I N __ �s =.. -' ,�_ /j% f ISS i I'_ • •1 ._� \\ NTUR�� - . _ MKD �CE /TER .40RK_ 1 `' SiORACE RNARYACY" D2 ORK AREA.: . _ Y � , 1Rl StOR ENO, 1• _ 1 S GRACE ND.I2 1_�L COOL R 5 OR EY .. —._._. V 1 02 I I I 117 _ . IIA . _._._._. _ - _ _ — — _ _ — — ll IVVVJ o 1 1 r 11. 1 i ' -1 - . —.� E RD] I I — -Q <�'u; =BOOR PLAN 0-a. 0 -01 -35 E 516J t1�t7i PL SIDE ELEV. - JEWEL NORTH SIGN scats J. 1. - JEWEL EAST SIGN rwry .rrtr ia� oca �0 Ir•jNEi w/p rwi. M1VM. arx .ov uc o[aw .00r R,tnrID'•r rM/w •rSw M1ow �aa�O oR.D. 0-01-3'r su -g SITE PLAN (S" - - Detail LEGEND: WEST ELEVATION EAST ELEVATION SCALE: 3/32 = i -p NORTH ELEVATION SO�ELEVATION - 1� i. A. EXISTING BRICK B. EIFS COLOR t f/ pARAM C. D. EIFS COLOR 2 BRICK COLOR t G E. BRICK COLOR 2 °EC^ F. PRECAST CONCRETE G. GREEN METAL ROOF K B H. ALUMINUM STOREFRONT I. ALUMINUM COPING M J. LIGHT FIXTURE K. TENANT ID SIGN D L. GREEN METAL H M. GREEN FABRIC AWNING N. EXISTING STOREFRONT : -` TO REMAIN 0. METAL CANOPY WEST ELEVATION EAST ELEVATION SCALE: 3/32 = i -p NORTH ELEVATION SO�ELEVATION - 1� i. i IAL SITE PLAN TLOT B - Detail LEGEND: A. EXISTING BRICK B. EIFS COLOR 1 C. EIFS COLOR 2 D. BRICK COLOR 1 E. BRICK COLOR 2 F. PRECAST CONCRETE G. GREEN METAL ROOF K H. ALUMINUM STOREFRONT I. ALUMINUM COPING 0 J. LIGHT FIXTURE K. TENANT ID SIGN L. GREEN METAL M. GREEN FABRIC AWNING N. EXISTING STOREFRONT TO REMAIN 0. METAL CANOPY WEST ELEVATION SCALE: 3/32" = i -0 EAST ELEVATION SCALE: 3/32" = T -0 NORTH ELEVATION SCALE: 3132 = 1 -0 SOUTH ELEVATION NOTE: SEE A- 11(OUTLOT BUILDING A) FOR DETAILS og;8 _ o -o / -37 �d 's 1 i`�lF1 .aii'� 413 s vt! O` t� -lowl- Lend Lea J J CQ �- c W O O > m W W W W 0 Outlot Bldg B Plans, Elevatio A-19 DEERBROOK MALL REDEVELOPMENT Deerfield Illinois Preliminary Sign Criteria for Tenant Identification signs May 10`h, 2001 All signs for the premises are subject to the. written approval of Landlord and the Village of Deerfield Appearance Review Commission. GENERAL DESIGN REQUIREMENTS: One (1) Tenant identification sign is allowed for each elevation. Wording of signs shall be restricted to store identity (corporate or official name) and shall not include the product nor goods nor services (and the like) sold. The use of a crest, logo or other established corporate insignia shall be permitted only if used in context with the storefront and the sign design and specifically approved by the Landlord. 3. Tenant's sign shall be three dimensional, fabricated channel type individual letters, with acrylic face and metal sides and backs. Letters shall be internally illuminated with neon tubing. All exposed metal returns, mounting brackets, fastening devices, and any trim caps for letters shall match the sign color. Tenant's sign shall be restricted to the following colors: white, red, yellow, green and blue, the specific shades of which will be determined by Landlord. A combination of a maximum of two colors may be used in the same sign. Other colors may be approved at the sole discretion of Landlord and the Village. 5. All attachment devices, wiring, clips, transformers, lamps, tubes and other mechanisms required for all signs shall be concealed. 6. A seven -day, calendar -type, time device shall be provided by Tenant for the control of the illumination of Tenant's sign. 7. Tenant's sign shall be directly fastened to a vertical face of the storefront in a manner approved by Landlord. No sign will be permitted mounted on, against or suspended from the canopy or roofs. No part of a sign shall extend above the height of the roof deck. 8. Tenant signage may be all capital letters or a combination of upper and lower case letters or script. Letter style will be the choice of the Tenant, but the Landlord will review and approve. 9. Total area of Tenant's sign shall be calculated based on the sign area calculation method used by the Village of Deerfield (Zoning Ordinance, chap.9). In all cases it shall not exceed 8% of the front wall area of the Leased Premises and 4% of a side wall. Wall area of Leased Premises shall be computed as the multiple of the dimension of the width of the Tenant's storefront and the height of the roof deck at the storefront. 10. For tenants located between Best Buy and the relocated Sportmart exclusively, Tenant's sign shall be centered horizontally and vertically in the designated "sign band" defined by the ivory- colored EIFS rectangle in the upper portion of the storefront. Tenant's sign shall not be installed within twelve inches of the sign band's vertical edges nor within 6 inches of the upper and lower edges. 11. No animated, moving action, flashing or audible signs will be permitted. �J 0'R'D, 0 -01-31 4 1 :t 12. Electrical service to all signs shall be on Tenant's meter. 13. No free standing signs will be permitted. 14. Tenant will be permitted to place upon each entrance of its Leased Premises not more than 144 square inches of gold leaf or decal application lettering not to exceed 2 inches in height, indicating store address number, hours of business, and emergency telephone numbers 15. Floor signs, paper signs, and the like, within eight feet of the storefront and visible from outside the Tenant's space, but within the Tenant's lease line in their storefronts, are prohibited unless previously approved in writing by Landlord. 16. No advertising placards, paper signs, banners, pennants, names, insignias, trademarks .or other descriptive materials shall be affixed upon the exterior walls of the building or storefront. 17. All signage, its installation and removal, and restoration of the'sign fascia will be by Tenant at Tenant's expense. r r� V � per. 0 -01 -31 OCT. -11' 01(THU) 17:3 TEL:847823.1029 P. 002 t lKENIG, LINDGREN, O "HARA .9575 W. Higgins Road - Suite 400 Rosemont, Illinois 60018 MEMORANDUM TO: Mik ABOONA, INC. McCall Lease Corporation FROM: Tim 'thy J. Doron PnZpal DATE: October 11, 2001 (847) 518 -9990 - Fax (847) 518 -9987 email: kloaftloainc.com SUBJECT: Sum, ary of Traffic Improvements Deeribrook Mall This memorandum summarizes t e issues and improvements that were a product of the .many meetings with Deerfield Boards and Commissions, and staff. These improvements should greatly assist regional and loci traffic control, given site constraints and reasonable modifications. 1. Issue Regional improvements — Intersection widening at Lake -Cook Road and Waukegan Road. Resolution Phase I Study commission' d by' Cook County shows three (3) alternatives. All three options indicate a need for Additional land from the Deerbrook Mall property. The owner has agreed to cooperate in a>iiy land acquisition and supports the regional improvement. 2. Issue Access and congestion alon� Lalce -Cook Road at the two site drives. Resolution The most problematic of th two drives is the east drive, as vehicles attempting to exit are blocked by eastbound que es on Lake -Cook Road. The owner has worked v4th their tenants, and have made a ajor concession that, subject to directives by Village staff, modifies the drive and elim. ates the outbound left turn, 3. Issue Right turn lanes along Wa4egan Road. Resolution The owner has agreed to Ithe constntction of southbound right turn lanes at two new locations, the furthest north drive, and the drive immediately south of the traffic signal. The construction of these flutes will greatly enhance the southbound flow of traffic ottg Waukegan. V KLOA, Inc. Transportation and Parking Planning Consultants oqrm . v -o 1— 3'1 OCT. -11' 01 (THU) 17 : 53 A , 4. Issue Access conflicts for out signal). Resolution TEL:841'8231029 movements at Beechnut (first drive south of the traffic Modify driveway to prohibit outbound. left turns, These vehicles will now travel to the signal or to Walnut (south) to turn left. In order to accommodate these new volumes, specific modifications are lade to the signalized access drive (Chestnut) as specified below. 5. Issue P. 003 Significant volumes outbow d at traffic signal. Resolution Although the signal can accommodate both existing and projected volurnes, the owner feels that the street network surrounding the site is best served by constructing dual left turn lanes (outbound) at th I signalized intersection of Chestnut. Accordingly, Waukegan Road will be widened to acc pt the tums. 6. Issue Cross access to neighboring centers. Resolution The owner is willing to provide reasonable cross access to neighboring centers. In summary, the improvements ecommended both by the Village and in the Traffic Impact Study will be implemented. TJD1ps McCall oclohcr It 2001.gd v� nrr- 11-pnni 17:4R Ra7Rp,1 np9 95;i P.03 A • XF 'ARE 0 �. September 19, 2001 V3 Consultants C/o Jeffrey P. Ocock, P.E. 7325 Janes Ave. Woodridge, 1L. 60517 Northbrook Fire Department 740 Dundee Road (847) 272 -2141 Northbrook, IL 60062 FAX (847) 272 -3294 DIVISION OF FIRE PREVENTION Re: Deerbrook Mall Site Fire Lane Plan The Fire Prevention Bureau has reviewed the Fire Lane Site Plan for Deerbrook Mall in Deerfield, IL. This plan review has been conducted in accordance with the 1993 BOCA Building and Fire Prevention Code and Local Code Amendments. The following items have been noted in this review. 1. Fire Lane: The Fire Department concurs with the proposed fire lane for Deerbrook Mall. However, the fire lane should be extended through the island as noted in the fire lane site plan. 2. The designated fire lanes shall be maintained free from obstructions and vehicles and shall be marked in an approved manner. 3. All designated fire lanes signs or markings shall be maintained in a clean and legible condition at all times. 4. Fire Hydrants: Request that a revised civil drawing detailing the location of the fire hydrants be submitted for review and approval. Note: A fire hydrant is required to be provided within 100 feet from a fire department connection. 5. Underground Parking Garage: The following information pertaining to the construction of the parking garage shall be submitted for review and approval. • Construction Type and Height and Area information • Fire Protection Systems (Sprinkler, Standpipe & Alarm) information • Ventilation information • Accessibility and Means of Egress information • Special gazards fr6rmation The. items noted in this review are understood to be preliminary and are subject to a final review by the Village when submitted for approval and permit. Based on the information provided, the proposed fire lane site.plan ,i,S,CONDITIONALLY APPROVED. -' Please contact the Bureau office at (847) 272 -2141 X -130, if you have any questions or comments. Sincerely, Anthony J. Lew Director of Fire Fire Prevention C: Clint Case/ Bldg. Dept. PRO91901C / file O 0 ".0 -01-35 s- � �:��. �I i���f 1•�IiL'+.�iJLl.= 1C2a:�."uL�"a"' • . -p y�°��►��t �` .. Al `:��s�•'�'i'' .. yam. �•.ja� n i» - - - - PARKING LOT LIGHTING PLAN PHOTOMETRIC PLAN I' . IV - ®2 J J O W 0 Z W a 0 w W 0 W LL �i ig Pbotombk PIE 41