IGA Oak Brook Promenade, DMG Real Estate, Lombard & VOB - Technology Drive 03-07-2013 AN INTERGOVERNMENTAL AGREEMENT
BETWEEN OAK BROOK PROMENADE, LLC,
DMG REAL ESTATE HOLDINGS, LLC,
THE VILLAGE OF OAK BROOK AND THE VILLAGE OF LOMBARD
IN REGARD TO TECHNOLOGY DRIVE
THIS AGREEMENT (hereinafter referred to as the "Agreement"), entered into
this _ day of 2013, (hereinafter referred to as the "Effective
Date") by and between OAK BROOK PROMENADE, LLC, an Illinois limited liability
company (hereinafter referred to as "PROMENADE"), DMG REAL ESTATE
HOLDINGS, LLC, an Illinois limited liability company (hereinafter referred to as "DMG"),
the VILLAGE OF OAK BROOK, an Illinois municipal corporation (hereinafter referred to
as "OAK BROOK") and the VILLAGE OF LOMBARD, an Illinois municipal corporation
(hereinafter referred to as "LOMBARD"). PROMENADE, DMG, OAK BROOK and
LOMBARD are hereinafter sometimes individually referred to as a "Party" and
collectively referred to as the "Parties."
WITNESSETH
WHEREAS, Technology Drive exists as a dedicated right-of-way within the
corporate limits of Lombard, and is located between Butterfield Road and Interstate 88,
ending in a cul-de-sac at the boundary line between the corporate limits of OAK
BROOK and LOMBARD; and
WHEREAS, the Easterly most portion of Technology Drive, as depicted on
Exhibit 1 attached hereto and made part hereof, is bounded on the North by property
owned by DMG and PROMENADE; and
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WHEREAS, DMG is the owner of Parcels A and B as shown on Exhibit 1, said
Parcels A and B being legally described on Exhibits 2 and 3, respectively, attached
hereto and made part hereof (hereinafter referred to as "Parcel A" and "Parcel B,"
respectively); and
WHEREAS, PROMENADE is the owner of Parcel C as shown on Exhibit 1, said
Parcel C being legally described on Exhibit 4 attached hereto and made part hereof
(hereinafter referred to as "Parcel C"); and
WHEREAS, LOMBARD has jurisdiction and control over those portions of
Technology Drive designated as Parcels D and E on Exhibit 1, said Parcels D and E
being legally described on Exhibits 5 and 6, respectively, attached hereto and made
part hereof (hereinafter referred to as "Parcel D" and "Parcel E," respectively); and
WHEREAS, PROMENADE desires to acquire ownership of Parcel B and Parcel
E, so that PROMENADE can, if it so chooses, construct additional parking thereon, or
any other improvements as may be allowed by this Agreement, at a future date, to
serve PROMENADE's commercial development, which is located immediately North of
Parcels B and E, within the corporate limits of OAK BROOK; and
WHEREAS, DMG desires to acquire ownership of Parcel D, so that DMG can, at
a future date, construct additional parking thereon to serve DMG's medical facility
located to the West of Parcel D, on the North side of Technology Drive; and
WHEREAS, LOMBARD has agreed to vacate a portion of the right-of-way of
Technology Drive, consisting of Parcel D and Parcel E, provided that:
(i) DMG conveys title to Parcel B to PROMENADE;
(ii) PROMENADE petitions LOMBARD to disconnect Parcel B, Parcel C and
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Parcel E from LOMBARD;
(iii) PROMENADE petitions OAK BROOK to annex Parcel B, Parcel C and
Parcel E after the disconnection by LOMBARD; and
(iv) DMG dedicates Parcel A for right-of-way purposes to LOMBARD;
all subject to certain additional terms and conditions as set forth below; and
WHEREAS, OAK BROOK has agreed to annex Parcel B, Parcel C and Parcel E
in the event LOMBARD disconnects them; and
WHEREAS, PROMENADE and OAK BROOK are in agreement with the terms
and conditions requested by LOMBARD, relative to LOMBARD's vacation of Parcel E
and disconnection of Parcel B, Parcel C and Parcel E, as more fully set forth below; and
WHEREAS, DMG is in agreement with the terms and conditions requested by
LOMBARD, relative to LOMBARD's vacation of Parcel D, as more fully set forth below,
and is in agreement with dedicating Parcel A for right-of-way purposes and conveying
title to Parcel B to PROMENADE; and
WHEREAS, Article VII, Section 10 of the 1970 Illinois Constitution and 5 ILCS
220/1 through 220/9 provide the authority for this Agreement; and
WHEREAS, it is in the best interests of PROMENADE, DMG, OAK BROOK and
LOMBARD to enter into this Agreement;
NOW, THEREFORE, in consideration of the foregoing, and the mutual covenants
and agreements contained herein, the parties hereto agree as follows:
1. INCORPORATION OF PREAMBLES. The preambles hereto, as set forth
above, are incorporated herein by reference and are made part hereof.
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2. LOMBARD OBLIGATIONS. Subject to all required actions under this
Agreement occurring in the order as set forth in Section 6 below, LOMBARD agrees to
take the following actions:
A. Accept a dedication of Parcel A for right-of-way purposes
B. Vacate Parcel D;
C. Vacate Parcel E;
D. Disconnect Parcel B, Parcel C and Parcel E from LOMBARD,
pursuant to 65 ILCS 5/7-1-24;
E. Allow PROMENADE, or its contractors, to enter upon Technology
Drive and Parcel A, for the purpose of constructing a cul-de-sac, in
full compliance with all applicable LOMBARD codes and
ordinances, on Technology Drive and Parcel A; and
F. Approve an amendment to DMG's existing planned unit
development to address the real property transactions set forth in
Sections 2A, 4A and 4B above.
3. OAK BROOK OBLIGATIONS. Subject to all required actions under this
Agreement occurring in the order as set forth in Section 6 below, OAK BROOK agrees
to take the following actions:
A. Annex Parcel B, Parcel C and Parcel E, pursuant to 65 ILCS 5/7-1-
24; and
B. Prohibit PROMENADE, and its successors in interest in Parcel E,
from constructing any signs (exclusive of informational
direction/traffic control signs relative to the movement of motor
vehicles within any parking area constructed on Parcel E or
PROMENADE'S property located North/Northeast of Parcel E) or
billboards on Parcel E. In regard to said restriction, a restrictive
covenant shall be recorded against Parcel E, as referenced in
Section 5.J. below.
4. DMG OBLIGATIONS. Subject to all required actions under this Agreement
occurring in the order as set forth in Section 6 below, DMG agrees to take the following
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actions:
A. Convey title to Parcel B to PROMENADE, free and clear of any
existing mortgages that DMG may have on Parcel B, by a
recordable warranty deed;
B. Dedicate Parcel A for right-of-way purposes, free and clear of any
existing mortgages that DMG may have on Parcel A;
C. Allow PROMENADE to enter upon Parcel D, and the property
owned by DMG immediately surrounding Parcel A, on a temporary
basis, for the purposes of constructing the cul-de-sac and grassed
berm referenced in Section 5D below;
D. Allow PROMENADE to enter upon Parcel D, and the property
owned by DMG immediately surrounding Parcel A, for the purpose
of constructing a grassed berm, as approved by LOMBARD as part
of the cul-de-sac construction referenced in 5D below, along the
Easterly side of the cul-de-sac, to further evidence the cul-de-sac
as the Easterly end of Technology Drive;
E. Within five (5) years of the vacation of Parcel D, or at such time as
PROMENADE removes the roadway pavement from Parcel E so as
to install landscaping, construct detention or construct parking
improvements on Parcel E, whichever occurs first, DMG shall
remove the roadway pavement and appurtenances from Parcel D
and either landscape Parcel D with grass and/or other vegetation or
construct a parking lot and related parking lot improvements
thereon. Until such time, DMG shall maintain Parcel D in full
compliance with all applicable LOMBARD property maintenance
codes;
F. Make application to amend the existing planned unit development,
relative to the property owned by DMG, to reflect the real property
transactions set forth in Sections 2A, 4A and 4B above;
G. Refrain from constructing any signs (exclusive of directional/traffic
control signs relative to the movement of motor vehicles within any
parking area constructed on Parcel D) or billboards on Parcel D;
and
H. Not allow any connection for vehicular access, through Parcel D or
any other property owned by DMG, between property located within
the corporate limits of OAK BROOK and Technology Drive.
5. PROMENADE OBLIGATIONS. Subject to all required actions under this
s
Agreement occurring in the order as set forth in Section 6 below, PROMENADE agrees
to take the following actions:
A. Accept title to Parcel B from DMG, free and clear of any existing
mortgages that DMG may have on Parcel B, by a recordable
warranty deed;
B. Petition LOMBARD for disconnection of Parcel B, Parcel C and
Parcel E, pursuant to 65 ILCS 5/7-1-24;
C. Petition OAK BROOK for annexation of Parcel B, Parcel C and
Parcel E, pursuant to 65 ILCS 5/7-1-24;
D. Design and construct a cul-de-sac on Technology Drive and Parcel
A, and a grassed berm immediately East of the cul-de-sac on
Parcel D and other property owned by DMG immediately
surrounding Parcel A, in full compliance with all applicable
LOMBARD codes and ordinances, at PROMENADE's sole cost
and expense, subject to the additional terms and conditions as set
forth in Section 7 below;
E. Reimburse LOMBARD for reasonable legal fees, customary plan
review fees and for costs, in an amount not to exceed fifteen
thousand and no/100 dollars ($15,000.00), incurred by LOMBARD
in preparing and/or taking action pursuant to this Agreement, within
forty-five (45) days of receipt of a bill therefor from LOMBARD, with
any late payment accruing interest at the rate of two percent (2%)
per month, subject to a minimum one (1) month interest period;
F. Reimburse OAK BROOK for reasonable legal fees, customary plan
review fees and for costs, in an amount not to exceed fifteen
thousand and no/100 dollars ($15,000.00), incurred by OAK
BROOK in preparing and/or taking action pursuant to this
Agreement, within forty-five (45) days of receipt of a bill therefor
from OAK BROOK, with any late payment accruing interest at the
rate of two percent (2%) per month, subject to a minimum one (1)
month interest period;
G. Within five (5) years of the vacation of Parcel E, or at such time as
DMG removes the roadway pavement from Parcel D so as to install
landscaping or construct parking improvements on Parcel D,
whichever occurs first, PROMENADE shall remove the roadway
pavement and appurtenances from Parcel E and either landscape
Parcel E with grass and/or other vegetation, construct stormwater
detention improvements thereon or construct a parking lot and
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related parking lot improvements thereon (with it being permissible
to reuse the ground up roadway pavement in constructing any such
parking lot if allowed by the applicable codes and ordinances of
OAK BROOK). Until such time, PROMENADE shall maintain
Parcel E in full compliance with all applicable OAK BROOK
property maintenance codes;
H. Any landscaping, stormwater detention improvements or parking
improvements installed/constructed on Parcel B, Parcel C and/or
Parcel E shall be installed/constructed in full compliance with all
applicable OAK BROOK codes and ordinances, including the
provision of stormwater detention in compliance with OAK
BROOK's and DuPage County's requirements, (to the extent
applicable within OAK BROOK), as may be varied by OAK
BROOK;
I. Repair any damage to Technology Drive or the property owned by
DMG, as a result of the construction of the cul-de-sac and grassed
berm referenced in Section 5D above, to the reasonable
satisfaction of LOMBARD and DMG, respectively; and
J. Refrain from constructing any signs (exclusive of informational
direction/traffic control signs relative to the movement of motor
vehicles within any parking area constructed on Parcel E or
PROMENADE'S property located North/Northeast of Parcel E) or
billboards on Parcel E. In regard to this prohibition, within fifteen
(15) days after obtaining title to Parcel E, PROMENADE shall
record a restrictive covenant against Parcel E in the form attached
hereto as Exhibit 7 and made part hereof.
6. TIME SCHEDULE. The various actions to be taken by the Parties hereunder
shall occur in the following order:
A. PROMENADE shall prepare construction drawings for the
Technology Drive Improvements in full compliance with all
applicable LOMBARD codes and ordinances, and submit same for
approval by DMG and LOMBARD within forty-five (45) days of the
Effective Date.
B. DMG shall convey title to Parcel B to PROMENADE within sixty
(60) days of the Effective Date.
C. DMG shall dedicate Parcel A to the VILLAGE, for right-of-way
purposes, within ninety (90) days of the Effective Date.
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D. Upon receipt of a plat of vacation, LOMBARD shall vacate Parcel
E.
E. PROMENADE shall record the restrictive covenant against Parcel
E, as referenced in Section 5.J. above.
F. PROMENADE shall petition LOMBARD for disconnection of Parcel
B, Parcel C and Parcel E, and shall petition OAK BROOK for
annexation of Parcel B, Parcel C and Parcel E, pursuant to 65 ILCS
5/7-1-24.
G. Upon receipt of a plat of vacation, LOMBARD shall vacate ParcelD.
H. LOMBARD shall disconnect Parcel B, Parcel C and Parcel E,
pursuant to 65 ILCS 5/7-1-24.
I. OAK BROOK shall annex Parcel B, Parcel C and Parcel E,
pursuant to 65 ILCS 5/7-1-24.
J. PROMENADE shall construct the cul-de-sac on Technology Drive
and Parcel A, along with the grassed berm immediately East of the
cul-de-sac as referenced in Section 5D above.
K. DMG shall petition LOMBARD for an amendment to DMG's existing
planned unit development, to address the real property transactions
set forth in Sections 2A, 4A and 4B above.
L. LOMBARD shall approve an amendment to DMG's existing
planned unit development to address the real property transactions
set forth in Sections 2A, 4A and 4B above.
Except as extended to allow for the timing of the construction of the Technology Drive
Improvements (as defined below) as set forth in Section 7 below, or as a result of
Section 8H below, the actions set forth above shall be completed within one (1) year of
the Effective Date. The Parties shall proceed in an expeditious manner, relative to the
actions set forth above, so that said one (1) year deadline can be met.
7. CONSTRUCTION OF THE TECHNOLOGY DRIVE IMPROVEMENTS.
A. In regard to the construction of the cul-de-sac on Technology Drive
and Parcel A, along with the grassed berm immediately East of the
cul-de-sac as referenced in Section 5D above, (hereinafter
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collectively referred to as the "Technology Drive Improvements"),
PROMENADE shall comply with the following conditions and
requirements:
(1) PROMENADE shall prepare construction drawings for the
Technology Drive Improvements in full compliance with all
applicable LOMBARD codes and ordinances, and submit
same for approval by DMG and LOMBARD within forty-five
(45) days of the Effective Date.
(2) Prior to beginning construction of the Technology Drive
Improvements, PROMENADE shall provide LOMBARD with
a letter of credit, in the amount of one hundred fifteen
percent (115%) of the estimated cost of constructing the
Technology Drive Improvements, to guaranty the
construction of the Technology Drive Improvements, with
said letter of credit to be in compliance with Section 154.603
of LOMBARD's Village Code.
(3) During the construction of the Technology Drive
Improvements, PROMENADE shall maintain proper access
for emergency vehicles, at all times, to areas adjacent to
Technology Drive, in accordance with all applicable
LOMBARD codes and ordinances.
(4) PROMENADE shall complete the construction of the
Technology Drive Improvements within two hundred seventy
(270) days of the later of:
(a) receiving the required approvals/permits for the
construction from LOMBARD; or
(b) the dedication of Parcel A for right-of-way purposes.
(5) Upon completion of the Technology Drive Improvements and
confirmation by LOMBARD that said Technology Drive
Improvements have been constructed in compliance with the
plans and specifications therefor, pursuant to a review by
LOMBARD of a set of "as-built" drawings for said
Technology Drive Improvements to be provided by
PROMENADE to LOMBARD, PROMENADE shall convey
that portion of the Technology Drive Improvements located
within dedicated right-of-way to LOMBARD, pursuant to a
Bill of Sale, with LOMBARD thereafter having the sole
ownership of and maintenance obligation relative thereto,
subject to PROMENADE posting a maintenance guaranty
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letter of credit with LOMBARD, relative to that portion of the
Technology Drive Improvements that are constructed within
the public right-of-way, in compliance with Section 154.605
of LOMBARD's Village Code.
(6) PROMENADE shall indemnify and hold harmless
LOMBARD, DMG and their respective officers, agents and
employees, with respect to any claim or loss, including, but
not limited to, reasonable attorney's fees, costs and
expenses of litigation, claims and judgments in connection
with any and all claims for damages of any kind which may
arise, either directly or indirectly, out of the acts or omissions
of PROMENADE, or its officers, agents, employees,
consultants or contractors, in the construction of the
Technology Drive Improvements pursuant to this Agreement.
PROMENADE further agrees to require any contractor to
include LOMBARD, DMG and their respective elected
officials, officers, agents and employees, as additional
insureds on the insurance policies required of the contractor
relative to the construction of the Technology Drive
Improvements, which insurance policies shall be written with
insurers and in amounts reasonably satisfactory to
LOMBARD and DMG.
(7) If in the event that the Technology Drive Improvements are
not completed within the time period set forth in subsection
(4) above, LOMBARD reserves the right, but not the
obligation, to draw upon the letter of credit referenced in
subsection (2) above, and complete the Technology Drive
Improvements.
B. LOMBARD hereby grants to PROMENADE, and PROMENADE's
officers, agents, employees, consultants and contractors, the right
to enter upon Technology Drive and Parcel A for the purpose of
surveying, engineering, designing and constructing the Technology
Drive Improvements contemplated by this Agreement.
C. DMG hereby grants to PROMENADE, and PROMENADE's
officers, agents, employees, consultants and contractors, the right
to enter upon Parcel D and the property owned by DMG
immediately surrounding Parcel A for the purpose of surveying,
engineering, designing and constructing the Technology Drive
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improvements contemplated b this Agreement, as well as for the
purpose of emergency vehicle access during the construction of the
Technology Drive Improvements. it
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8. GENERAL CONDITIONS/REQUIREMENTS.
A. This Agreement is entered into for the benefit of each of the
Parties, solely, and not for the benefit of any third party. Nothing
contained in this Agreement shall constitute a waiver of any
privileges, defenses or immunities which either LOMBARD or OAK
BROOK may have under the Local Governmental and
Governmental Employees Tort Immunity Act with respect to any
claim brought by a third party.
B. The obligations of the Parties hereto shall constitute covenants
running with the land to the extent they impose conditions upon any
Party's use of property which said Party will own, or which will
come under said Party's jurisdiction after all property transactions
as contemplated by this Agreement take place.
C. Upon completion of the actions set forth in Sections 6A through 6G
of this Agreement, there shall be no direct or indirect (through
another property) connection from any property located within the
corporate limits of OAK BROOK to Technology Drive.
D. This Agreement shall be recorded at the expense of PROMENADE.
E. Except as provided in Section 7.A.(6) above, upon a breach of this
Agreement, any of the Parties, by an action or proceeding solely in
equity brought in the Eighteenth Judicial Circuit, DuPage County,
Illinois, may secure the specific performance of the covenants and
agreements herein contained, for failure of performance.
F. In the event of a default by any of the Parties, the defaulting Party,
as adjudicated by a court of competent jurisdiction, shall pay to the
non-defaulting Party/Parties, upon demand, all of the non-defaulting
Party's/Parties' reasonable costs, charges and expenses, including,
but not limited to, the costs of engineers, consultants, attorneys and
others retained by the non-defaulting Party/Parties for the purpose
of enforcing any of the obligations of the defaulting Party under this
Agreement.
G. The failure of any Party to insist upon the strict and prompt
performance of the terms, covenants, agreements and conditions
herein contained, or any of them, by any other Party, shall not
constitute or be construed as a waiver or relinquishment of any
Party's right thereafter to enforce any such term, covenant,
agreement or condition, but the same shall continue in full force
and effect.
H. If the performance by any Party hereunder is delayed as a result of
circumstances which are beyond the reasonable control of such
Party (which circumstances shall only include acts of God, war,
strikes or similar acts of force majeure), the time for such
performance shall be extended by the amount of time of such
delay.
9. NOTICES. Notice or other writings which any Party is required to, or may
wish to, serve upon any other Party in connection with this Agreement shall be in writing
and shall be delivered personally or sent by registered or certified mail, return receipt
requested, postage prepaid, addressed as follows:
A. If to LOMBARD: B. If to OAK BROOK:
Village Manager Village Manager
Village of Lombard Village of Oak Brook
255 East Wilson Avenue 1200 Oak Brook Road
Lombard, Illinois 60148 Oak Brook, Illinois 60523
C. If to DMG: D. If to PROMENADE:
DMG Real Estate Holdings, LLC Oak Brook Promenade, LLC
c/o DuPage Medical Group, Ltd. c/o NAI Hillman
1100 West 31 st Street 720 Butterfield Road
Suite 300 Unit No. 360
Downers Grove, Illinois 60515 Lombard, Illinois 60148
or to such other address, or additional individuals/entities, as any Party may from time
to time designate in a written notice to the other Parties.
10. COUNTERPARTS. This Agreement shall be executed simultaneously in four
(4) counterparts, each of which shall be deemed an original, but all of which shall
constitute one and the same Agreement.
11. ENTIRE AGREEMENT. This Agreement contains the entire understanding
between the Parties and supersedes any prior understanding or written or oral
agreements between them regarding the within subject matter, including, but not limited
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to, the Intergovernmental Agreement between the Parties dated September 2, 2010,
which is hereby declared to be null and void. There are no representations,
agreements, arrangements or understandings, oral or written, between and among the
Parties hereto relating to the subject matter of this Agreement which are not fully
expressed herein.
12. EFFECTIVE DATE. This Agreement shall be deemed dated and become
effective on the date the last of the Parties execute this Agreement as set forth below,
which date shall be inserted on page one of this Agreement as the Effective Date.
IN WITNESS WHEREOF, LOMBARD, pursuant to authority granted by the
adoption of a Resolution by its Board of Trustees, has caused this Agreement to be
executed by its President and attested by its Clerk; OAK BROOK, pursuant to the
authority granted by the adoption of a Resolution by its Board of Trustees, has caused
this instrument to be signed by its President and attested by its Clerk; DMG has caused
this Agreement to be executed by its Manager; and PROMENADE has caused this
Agreement to be executed by its Manager.
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VILLAGE OF LOMBARD
A
By:
Wi Iiam Ware, Acting Vi lage President
ATTEST:
Brigi t O'Brien, illage Clerk
Dated: (�w�"` ��op® 1 _
VILLAGE OF OAK BROOK
By:
Gopal G. Lalmalani, President
ATTEST:
Charlotte K. Pruss, Clerk
Dated:
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VILLAGE OF LOMBARD
By:
William Ware, Acting Village President
ATTEST:
Brigitte O'Brien, Village Clerk
Dated:
VILLAGE OF OAK BROOK
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By:
Gopal G. Lalmalani, President
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ATTEST:
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Charlotte K. Pruss, Clerkh� A �
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Dated: . 0 Ttl
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OAK BROTli;
OMENADE, LLC
By:
LWn' . Hiffman,
MJ naging M/�ember
Dated: � �`' /3
DMG REAL ESTATE HOLDINGS, LLC
By:
Dennis Fine
Chief Operating Officer
Dated:
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STATE OF ILLINOIS )
) SS
COUNTY OF DuPAGE )
I, the undersigned, a Notary Public, in and for the County and State aforesaid,
DO HEREBY CERTIFY that the above-named William Ware and Brigitte O'Brien,
personally known to me to be the Acting Village President and Village Clerk the Village
of Lombard, and also known to me to be the same persons whose names are
subscribed to the foregoing instrument as such Acting Village President and Village
Clerk, respectively, appeared before me this day in person and severally acknowledged
that as such Acting Village President and Village Clerk they signed and delivered the
signed instrument, pursuant to authority given by the Village of Lombard, as their free
and voluntary act, and as the free and voluntary act and deed of said Village of
Lombard, for the uses and purposes therein set forth, and that said Village Clerk, as
custodian of the corporate seal of said Village of Lombard, caused said seal to be
affixed to said instrument as said Village Clerk's own free and voluntary act and as the
free and voluntary act of said Village of Lombard, for the uses and purposes therein set
forth. `-7
GIVEN under my hand and Notary Seal, this / "day of ��C✓
2013.
Notary Public
My Commission Expires: ` `Ss
,,OYqkICIAL SEAL"
DENSE R. KALKE
Notary Public, state of Illinois
My commission Expires 02118/15
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a -
STATE OF ILLINOIS )
) SS
COUNTY OF DuPAGE )
I, the undersigned, a Notary Public, in and for the County and State aforesaid,
DO HEREBY CERTIFY that the above-named Gopal G. Lalmalani and Charlotte K.
Pruss, personally known to me to be the President and Clerk of the Village of Oak
Brook, and also known to me to be the same persons whose names are subscribed to
the foregoing instrument as such President and Clerk, respectively, appeared before me
this day in person and severally acknowledged that as such President and Clerk they
signed and delivered the signed instrument, pursuant to authority given by said Village
of Oak Brook, as their free and voluntary act, and as the free and voluntary act and
deed of said Village of Oak Brook, for the uses and purposes therein set forth, and that
said Clerk, as custodian of the corporate seal of said Village of Oak Brook, caused said
seal to be affixed to said instrument as said Clerk's own free and voluntary act and as
the free and voluntary act of said Village of Oak Brook, for the uses and purposes
therein set forth.
GIVEN under my hand and Notary Seal, this day of M/1"k
2013.
N ary Public
My Commission Expires:
OFFICIAL SEAL
ROSEMARY A.KANE
Notary Public-State of Illinois
My Commission Expires Mar 15,2014
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STATE OF ILLINOIS )
) SS
COUNTY OF DuPAGE )
I, the undersigned, a Notary Public, in and for the County and State aforesaid,
DO HEREBY CERTIFY that the above-named Dennis Fine is personally known to me to
be the Chief Operating Officer of DMG Real Estate Holdings, LLC, and also known to
me to be the same person whose name is subscribed to the foregoing instrument as
such Chief Operating Officer, and that he appeared before me this day in person and
severally acknowledged that, as such Chief Operating Officer, he signed and delivered
the signed instrument, pursuant to authority given by said limited liability company, as
his free and voluntary act, and as the free and voluntary act and deed of said limited
liability company, for the uses and purposes therein set forth.
GIVEN under my hand and Notary Seal, this day of ,
2013.
Notary Public
My Commission Expires: 1 SS
OFFICIAL SEAL
BARBARA A PEARLMAN
Notary Public-State of Illinois
My Commission Expires Dec 26,2015
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STATE OF ILLINOIS )
) SS
COUNTY OF DuPAGE )
I, the undersigned, a Notary Public, in and for the County and State aforesaid,
DO HEREBY CERTIFY that the above-named Dennis J. Hiffman is personally known to
me to be the Managing Member of Oak Brook Promenade, LLC, and also known to me
to be the same person whose name is subscribed to the foregoing instrument as such
Managing Member, and that he appeared before me this day in person and severally
acknowledged that, as such Managing Member, he signed and delivered the signed
instrument, pursuant to authority given by said limited liability company, as his free and
voluntary act, and as the free and voluntary act and deed of said limited liability
company, for the uses and purposes therein set forth.
i r/62 Ada
GIVEN under my hand and Notary Seal, this y
of
2013.
/ Notary Public
My Commission Expires: lG
OFFICIAL SEAL
DENISE RACANA
NOTARY PUBLIC-STATE OF ILLINOIS
W COWASSION EXPIRES%W16
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Exhibit 1
Technology Drive
(see attached Parcel Map)
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D - OAK BROOK
BOUNDARY ADJUSTMENT SCALE:
EXISTING VILLAGE LIMITS
AUG 27.2008
x
Exhibit 2
Parcel A
PART OF LOT 5 IN HOMESTEAD VILLAGE SUBDIVISION, BEING A SUBDIVISION
OF PART OF SECTIONS 28 AND 29, TOWNSHIP 39 NORTH, RANGE 11 EAST OF
THE THIRD PRINCIPAL MERIDIAN, ACCORDING TO THE PLAT THEREOF
RECORDED SEPTEMBER 1, 1998 AS DOCUMENT R98-179522, DESCRIBED AS
FOLLOWS: COMMENCING AT THE INTERSECTION OF THE SOUTHERLY LINE OF
SAID LOT 5 WITH THE SOUTHEASTERLY EXTENSION OF THE SOUTHWESTERLY
LINE OF LOT 1 IN NAI HIFFMAN BUTTERFIELD ROAD SUBDIVISION, ACCORDING
TO THE PLAT THEREOF RECORDED JULY 14, 2006 AS DOCUMENT NUMBER
R2006-134912; THENCE SOUTH 65 DEGREES 20 MINUTES 01 SECONDS WEST
ALONG SAID SOUTHERLY LINE OF LOT 5, A DISTANCE OF 328.32 FEET FOR THE
PLACE OF BEGINNING; THENCE CONTINUING SOUTH 65 DEGREES 20 MINUTES
01 SECONDS WEST ALONG SAID SOUTHERLY LINE OF LOT 5, A DISTANCE OF
116.39 FEET; THENCE NORTH 07 DEGREES 35 MINUTES 09 SECONDS EAST,
22.96 FEET TO A POINT OF CURVATURE; THENCE EASTERLY ALONG AN ARC
OF A CURVE CONCAVE TO THE SOUTH, HAVING A RADIUS OF 57.00 FEET,
HAVING A CHORD BEARING OF NORTH 75 DEGREES 53 MINUTES 47 SECONDS
EAST, 135.92 FEET TO THE PLACE OF BEGINNING, IN DU PAGE COUNTY,
ILLINOIS
P.I.N. # 06-28-103-016
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Exhibit 3
Parcel B
PART OF LOT 5 IN HOMESTEAD VILLAGE SUBDIVISION, BEING A SUBDIVISION
OF PART OF SECTIONS 28 AND 29, TOWNSHIP 39 NORTH, RANGE 11 EAST OF
THE THIRD PRINCIPAL MERIDIAN, ACCORDING TO THE PLAT THEREOF
RECORDED SEPTEMBER 1, 1998 AS DOCUMENT R98-179522, DESCRIBED AS
FOLLOWS: BEGINNING AT THE EASTERLY MOST SOUTHEAST CORNER OF SAID
LOT 5; THENCE SOUTH 65 DEGREES 20 MINUTES 01 SECONDS WEST ALONG
THE SOUTHERLY LINE OF SAID LOT 5, A DISTANCE OF 277.74 FEET TO THE
INTERSECTION WITH THE SOUTHEASTERLY EXTENSION OF THE
SOUTHWESTERLY LINE OF LOT 1 IN NAI HIFFMAN BUTTERFIELD ROAD
SUBDIVISION PER PLAT OF SUBDIVISION RECORDED JULY 14, 2006 AS
DOCUMENT NUMBER R2006-134912; THENCE NORTH 28 DEGREES 48 MINUTES
00 SECONDS WEST ALONG SAID SOUTHEASTERLY EXTENSION, 34.02 FEET TO
THE NORTHERLY LINE OF SAID LOT 5; THENCE NORTH 65 DEGREES 20
MINUTES 01 SECONDS EAST ALONG SAID NORTHERLY LINE, 280.25 FEET TO
THE WESTERLY MOST SOUTHEAST CORNER OF SAID LOT 5; THENCE SOUTH
24 DEGREES 34 MINUTES 27 SECONDS EAST ALONG THE EASTERLY LINE OF
SAID LOT 5, A DISTANCE OF 33.93 FEET TO THE PLACE OF BEGINNING, IN DU
PAGE COUNTY, ILLINOIS.
P.I.N. # 06-28-103-016
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Exhibit 4
Parcel C
THAT PART OF LOT 1 IN NAI HIFFMAN BUTTERFIELD ROAD SUBDIVISION, BEING
A SUBDIVISION OF PART OF THE NORTHWEST QUARTER OF SECTION 28,
TOWNSHIP 39 NORTH, RANGE 11 EAST OF THE THIRD PRINCIPAL MERIDIAN,
ACCORDING TO THE PLAT THEREOF RECORDED JULY 14, 2006 AS DOCUMENT
NUMBER R2006-134912, DESCRIBED AS FOLLOWS: BEGINNING AT THE
EASTERLY MOST SOUTHEAST CORNER OF LOT 5 IN HOMESTEAD VILLAGE PER
PLAT OF SUBDIVISION RECORDED SEPTEMBER 1, 1998 AS DOCUMENT R98-
179522; THENCE NORTH 24 DEGREES 34 MINUTES 27 SECONDS WEST ALONG
THE EAST LINE OF SAID LOT 5, A DISTANCE OF 16.55 FEET; THENCE NORTH 65
DEGREES 25 MINUTES 33 SECONDS EAST, 75.25 FEET TO THE SOUTHERLY
LINE OF SAID LOT 1 IN NAI HIFFMAN BUTTERFIELD ROAD SUBDIVISION;
THENCE WESTERLY ALONG SAID SOUTHERLY LINE OF LOT 1 THE FOLLOWING
TWO (2) COURSES AND DISTANCES: 1) SOUTH 13 DEGREES 07 MINUTES 04
SECONDS WEST, 20.78 FEET; 2) SOUTH 65 DEGREES 20 MINUTES 01 SECONDS
WEST, 62.54 FEET TO THE PLACE OF BEGINNING, IN DU PAGE COUNTY,
ILLINOIS.
P.I.N. # 06-28-103-020
24
Exhibit 5
Parcel D
THAT PART OF HERETOFORE DEDICATED TECHNOLOGY DRIVE, ACCORDING
TO THE PLAT THEREOF RECORDED SEPTEMBER 1, 1998 AS DOCUMENT R98-
179522, DESCRIBED AS FOLLOWS: BEGINNING AT THE INTERSECTION OF THE
NORTHERLY LINE OF SAID TECHNOLOGY DRIVE WITH THE SOUTHEASTERLY
EXTENSION OF THE SOUTHWESTERLY LINE OF LOT 1 IN NAI HIFFMAN
BUTTERFIELD ROAD SUBDIVISION, ACCORDING TO THE PLAT THEREOF
RECORDED JULY 14, 2006 AS DOCUMENT NUMBER R2006-134912; THENCE
SOUTH 28 DEGREES 48 MINUTES 00 SECONDS EAST ALONG SAID
SOUTHEASTERLY EXTENSION, 66.17 FEET TO THE SOUTHERLY LINE OF SAID
HERETOFORE DEDICATED TECHNOLOGY DRIVE; THENCE SOUTH 65 DEGREES
20 MINUTES 01 SECONDS WEST ALONG SAID SOUTHERLY LINE OF
HERETOFORE DEDICATED TECHNOLOGY DRIVE, 333.09 FEET; THENCE NORTH
24 DEGREES 39 MINUTES 59 SECONDS WEST, 66.00 FEET TO THE NORTHERLY
LINE OF SAID HERETOFORE DEDICATED TECHNOLOGY DRIVE; THENCE NORTH
65 DEGREES 20 MINUTES 01 SECONDS EAST ALONG SAID NORTHERLY LINE OF
TECHNOLOGY DRIVE, 328.32 FEET TO THE PLACE OF BEGINNING, IN DU PAGE
COUNTY, ILLINOIS.
25
( S e
Exhibit 6
Parcel E
THAT PART OF HERETOFORE DEDICATED TECHNOLOGY DRIVE, ACCORDING
TO THE PLAT THEREOF RECORDED SEPTEMBER 1, 1998 AS DOCUMENT R98-
179522, DESCRIBED AS FOLLOWS: BEGINNING AT THE INTERSECTION OF THE
NORTHERLY LINE OF SAID TECHNOLOGY DRIVE WITH THE SOUTHEASTERLY
EXTENSION OF THE SOUTHWESTERLY LINE OF LOT 1 IN NAI HIFFMAN
BUTTERFIELD ROAD SUBDIVISION, ACCORDING TO THE PLAT THEREOF
RECORDED JULY 14, 2006 AS DOCUMENT NUMBER R2006-134912; THENCE
EASTERLY, SOUTHERLY AND WESTERLY ALONG THE NORTHERLY, EASTERLY
AND SOUTHERLY LINES OF SAID TECHNOLOGY DRIVE THE FOLLOWING SEVEN
(7) COURSES AND DISTANCES: 1) NORTH 65 DEGREES 20 MINUTES 01
SECONDS EAST, 340.28 FEET; 2) NORTH 13 DEGREES 07 MINUTES 04 SECONDS
EAST, 20.78 FEET; 3) NORTH 65 DEGREES 25 MINUTES 33 SECONDS EAST, 4.75
FEET; 4) NORTH 24 DEGREES 34 MINUTES 27 SECONDS WEST, 15.00 FEET; 5)
NORTH 65 DEGREES 25 MINUTES 33 SECONDS EAST, 80.00 FEET; 6) SOUTH 24
DEGREES 34 MINUTES 27 SECONDS EAST, 97.29 FEET; 7) SOUTH 65 DEGREES
20 MINUTES 01 SECONDS WEST, 432.87 FEET TO THE INTERSECTION WITH
SAID SOUTHEASTERLY EXTENSION OF THE SOUTHWESTERLY LINE OF LOT 1;
THENCE NORTH 28 DEGREES 48 MINUTES 00 SECONDS WEST ALONG SAID
SOUTHEASTERLY EXTENSION, 66.17 FEET TO THE PLACE OF BEGINNING, IN
DU PAGE COUNTY, ILLINOIS.
26
Exhibit 7
Restrictive Covenant for Parcel E
(attached)
27
C r ,
DECLARATION OF SIGN RESTRICTION COVENANT
This DECLARATION OF SIGN RESTRICTION COVENANT (the "Restrictive Covenant") is
made this day of , 2013 by Oak Brook Promenade, LLC, an Illinois
Limited Liability Company (the "Owner").
WITNESSETH:
WHEREAS, Owner is the owner of the Oak Brook Promenade (the "Retail Center") located in
the Village of Oak Brook, and has obtained title to a certain parcel of property which is legally
described in Exhibit A attached hereto and made part hereof (the "Property"); and
WHEREAS, Owner has entered into "An Intergovernmental Agreement Between Oak Brook
Promenade, LLC, DMG Real Estate Holdings, LLC, the Village of Oak Book and the Village of
Lombard in Regard to Technology Drive" dated , 2013, and recorded by the DuPage
County Recorder's Office on , 2013, as document number
(the "Agreement'), with Owner having become the owner of the Property pursuant to said
Agreement; and
WHEREAS, the Agreement requires the Owner to record this Restrictive Covenant in
consideration for obtaining title to the Property;
NOW, THEREFORE, in consideration of the foregoing premises, the covenants and
agreements set forth in the Agreement and hereinafter set forth, and other good and valuable
consideration, the receipt and sufficiency of which is hereby acknowledged by the Owner,
Owner hereby declares as follows:
ARTICLE I
SIGNS
1.01 Prohibited Signs: Owner hereby declares that no signs or billboards shall be erected on
the Property, other than as set forth in Section 1.02 below (the "Prohibited Signs").
1.02 Permitted Signs: Notwithstanding Section 1.01 above, informational direction/traffic control
signs, relative to the movement of motor vehicles within a parking area constructed on the
Property or within the Retail Center, may be erected on the Property.
1.03 Violation of Declaration. In the event Owner erects any Prohibited Signs, the Villages of
Oak Brook and Lombard shall each have the right to remove any such Prohibited Signs from the
Property at the Owner's sole cost and expense, including, but not limited to, the costs and
expenses (including reasonable attorneys fees) of any litigation necessary to effectuate any
such removal.
28
ARTICLE II
MISCELLANEOUS
2.01 Binding Effect. This Restrictive Covenant shall constitute a covenant running with the land
and shall inure to the benefit of and be binding upon the Owner and the Villages of Oak Brook
and Lombard and their respective successors and assigns.
2.02 Recording of Document. This Restrictive Covenant shall be recorded with the DuPage
County Recorder's Office upon its execution in accordance with the Agreement.
This Declaration of Sign Restriction Covenant is hereby made by:
Oak Brook Promenade, LLC,
an Illinois Limited Liability Company
By: Dennis J. Hiffman,
Its Managing Member
STATE OF ILLINOIS )
) ss.
COUNTY OF DUPAGE )
I, , a Notary Public in and for the said County, in
the State aforesaid, do hereby certify that Dennis J. Hiffman, Managing Member of Oak Brook
Promenade, LLC, appeared before me this day in person, and acknowledged that he signed,
sealed and delivered this Declaration as his free and voluntary act, and as the free and
voluntary act of Oak Brook Promenade, LLC, for the uses and purposes therein set forth.
Given under my hand and seal this day of , 2013.
Notary Public
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Exhibit A
Legal Description of the Property
THAT PART OF HERETOFORE DEDICATED TECHNOLOGY DRIVE, ACCORDING TO THE
PLAT THEREOF RECORDED SEPTEMBER 1, 1998 AS DOCUMENT R98-179522,
DESCRIBED AS FOLLOWS: BEGINNING AT THE INTERSECTION OF THE NORTHERLY
LINE OF SAID TECHNOLOGY DRIVE WITH THE SOUTHEASTERLY EXTENSION OF THE
SOUTHWESTERLY LINE OF LOT 1 IN NAI HIFFMAN BUTTERFIELD ROAD SUBDIVISION,
ACCORDING TO THE PLAT THEREOF RECORDED JULY 14, 2006 AS DOCUMENT
NUMBER R2006-134912; THENCE EASTERLY, SOUTHERLY AND WESTERLY ALONG THE
NORTHERLY, EASTERLY AND SOUTHERLY LINES OF SAID TECHNOLOGY DRIVE THE
FOLLOWING SEVEN (7) COURSES AND DISTANCES: 1) NORTH 65 DEGREES 20
MINUTES 01 SECONDS EAST, 340.28 FEET; 2) NORTH 13 DEGREES 07 MINUTES 04
SECONDS EAST, 20.78 FEET; 3) NORTH 65 DEGREES 25 MINUTES 33 SECONDS EAST,
4.75 FEET; 4) NORTH 24 DEGREES 34 MINUTES 27 SECONDS WEST, 15.00 FEET; 5)
NORTH 65 DEGREES 25 MINUTES 33 SECONDS EAST, 80.00 FEET; 6) SOUTH 24
DEGREES 34 MINUTES 27 SECONDS EAST, 97.29 FEET; 7) SOUTH 65 DEGREES 20
MINUTES 01 SECONDS WEST, 432.87 FEET TO THE INTERSECTION WITH SAID
SOUTHEASTERLY EXTENSION OF THE SOUTHWESTERLY LINE OF LOT 1; THENCE
NORTH 28 DEGREES 48 MINUTES 00 SECONDS WEST ALONG SAID SOUTHEASTERLY
EXTENSION, 66.17 FEET TO THE PLACE OF BEGINNING, IN DU PAGE COUNTY, ILLINOIS.
30
O� Lo VILLAGE OF LOMBARD
255 E.Wilson Ave.
Lombard, Illinois 60148-3926
4 (630)620-5700 Fax(630)620-8222
www.villageoflombard.org
1869
March 11, 2013
Mike Van Zandt Tim Rose
Acting Village President Executive Vice President Location Finders International
William"Bill"Ware NAI Hiffman 9440 Enterprise Drive
One Oakbrook Terrace, Suite 600 Mokena IL 60448
Village Clerk Oakbrook Terrace IL 60181
Brigitte O'Brien
Robert Kallien
Trustees Director of Community Development
Greg Alan Gron,Dist. 1
Keith T.Giagnorio,Dist.2 Village of Oak Brook
Zachary C.Wilson,Dist.3 1200 Oak Brook Road-
Peter Breen,Dist.4 Oak Brook IL 60523
Laura A.Fitzpatrick,Dist.5
William"Bill"Ware,Dist.6
Re: Intergovernmental Agreement- Technology Drive
Village Manager The Village of Lombard at its March 7, 2013 Board of Trustees meeting
David A.xulseberg approved the above Agreement by Resolution R93-13 (attached). As the
Village of Lombard was the final entity needed to approve this document, it
has now been approved by all the parties.
"Our shared Vision for
Lombard is a community Please note that during the routing process, the Village of Oak Brook
of excellence exemplified
by its government working requested clarification of the intent of Subsection 7.A.7, indicated by a
together with residents and purple flag on page 10, to specifically refer to "LOMBARD" instead of
businesses to create a "VILLAGE" so no one would interpret this to mean the Village of Oak
distinctive sense of spirit
and an outstanding quality Brook. This change was made prior to the Villages of Oak Brook and
of life.° Lombard approving it but subsequent to securing the signatures of Oak
Brook Promenade and DMG Real Estate Holdings. Consequently, I have
"The mission of the village attached for your file an originally executed Agreement incorporating this
of Lombard is to provide one and only change.
superior and responsive
governmental services to
the people of Lombard.° Should you have any questions regarding this matter, please feel free to
contact me at 630-620-3599 or by email at heniffwkvillageoflombard.org.
Sincerely,
VILLAGE OF LOMBARD
William J. Heniff, AICP
Director of Community Development
Enclosure
h:\cd\worduser\janet\letters\technology drive iga approved transmit.doc
RESOLUTION
R 93-13
A RESOLUTION AUTHORIZING SIGNATURES OF
VILLAGE PRESIDENT AND CLERK ON AN AGREEMENT
WHEREAS, the Corporate Authorities of the Village of Lombard have received
an Intergovernmental Agreement between Oak Brook Promenade, LLC, DMG Real
Estate Holdings,LLC,the Village of Oak Brook and the Village of Lombard,(hereinafter
the"Parties')attached as Exhibit A,relative to Technology Drive; and
WHEREAS, the Agreement allows the Parties to undertake certain actions
associated with Technology Drive that are beneficial to each party;and
WHEREAS, the Parties previously entered into an agreement to undertake the
improvements in 2010, but the implementations action were not initiated prior to the
expiration of the Agreement;and
WHEREAS, Oak Brook Promenade, LLC, and DMG Real Estate Holdings, LLC
now represent that they desire to progress with the improvements previously set forth
within the 2010 Agreement and are asking the Parties to adopt the attached amended
Agreement;and
WHEREAS, the Corporate Authorities deem it to be in the best interest of the
Village of Lombard to approve such Agreement.
NOW, THEREFORE,BE IT RESOLVED BY THE PRESIDENT AND BOARD
OF TRUSTEES OF THE VILLAGE OF LOMBARD, DUPAGE COUNTY, ILLINOIS,
as follows:
SECTION 1: That the Village President be and hereby is authorized to sign on
behalf of the Village of Lombard said Agreement as attached hereto.
SECTION 2: That the Village Clerk be and hereby is authorized to attest said
Agreement as attached hereto
Adopted this 7t'day of March, 2013.
Ayes: Trustees Gron,Giagnorio,Wilson,Breen,Fitzpatrick and Ware
Nays:None
Absent:None
- Approved this 7t'day of March,2013.
Re: Resolution No.93-13
Re:Technology Drive Pour Party Agreement-2013
Page 2
C
illiain Waz
Acting Village President
ATTEST:
f
B 'gitte rien
Village Clerk
C