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S-1581 - 10/22/2019 - AGREEMENT - Ordinances ITEM 6.C.2. BOARD OF TRUSTEES MEETING VILLAGE OF SAMUEL E. DEAN BOARD ROOM OAK B R� , K BUTLER GOVERNMENT CENTER 1200 OAK BROOK ROAD OAK BROOK, ILLINOIS 630-368-5000 AGENDA ITEM Regular Board of Trustees Meeting of October 22, 2019 SUBJECT: Forest Preserve Watermain Easement Agreement Crossing Salt Creek FROM: Doug Patchin, Director of Public Works Pj0 BUDGET SOURCE/BUDGET IMPACT: $8,510 from account 451-91000,Water Distribution Improvements RECOMMENDED MOTION: Motion to Approve Ordinance S-1581, an Ordinance approving an Easement Agreement between the Village of Oak Brook and the Forest Preserve District of DuPage County, providing for the construction and maintenance of a new watermain in a portion of Salt Creek Greenway Forest Preserve, crossing Salt Creek, between Enterprise Drive and Clearwater Drive. Background/History: As part of the 2019 Water Distribution Improvements, an eight inch(8")dead end watermain on Enterprise is going to be replaced with a ten inch(10")watermain looped over to Clearwater Drive to increase water flow in the area. Working on the design for the creek crossings, soil borings were required,bed rock was found below the creek bed, and this required a different approach to directional boring. We now must drill through the bed rock at the Enterprise creek crossing. The Easement Agreement is required to allow us access to install drilling pits on both sides of the creek to install the drilling machine and also install the watermain crossing under the creek. The Village attorney has reviewed the attached Easement Agreement. Recommendation: Staff recommends the Village Board Approve Ordinance S-1581, an Ordinance approving an Easement Agreement between the Village of Oak Brook and the Forest Preserve District of DuPage County, providing for the construction and maintenance of a new watermain in a portion of Salt Creek Greenway Forest Preserve, crossing Salt Creek, between Enterprise Drive and Clearwater Drive. BOT AGENDA Page 1 RG TIE VILLAGE OF OAK BROOK COOK AND DUPAGE COUNTIES, ILLINOIS ORDINANCE 2019-EASE-WM-S-1581 AN ORDINANCE APPROVING AND AUTHORIZING THE EXECUTION OF AN EASEMENT AGREEMENT FOR THE CONSTRUCTION AND MAINTENANCE OF A WATER MAIN IN A PORTION OF THE SALT CREEK GREENWAY FOREST PRESERVE BETWEEN THE VILLAGE OF OAK BROOK AND THE FOREST PRESERVE DISTRICT OF DUPAGE COUNTY GOPAL G. LALMALANI, Village President CHARLOTTE K. PRUSS, Village Clerk JOHN BARR PHILIP CUEVAS MICHAEL MANZO MOIN SAIYED EDWARD TIESENGA ASIF YUSUF Village Board Published in pamphlet form by authority of the President and the Board of Trustees of the Village of Oak Brook on this the 22nd day of October, 2019 ORDINANCE 2019-EASE-WM-S-1581 AN ORDINANCE APPROVING AND AUTHORIZING THE EXECUTION OF AN EASEMENT AGREEMENT FOR THE CONSTRUCTION AND MAINTENANCE OF A WATER MAIN IN A PORTION OF THE SALT CREEK GREENWAY FOREST PRESERVE BETWEEN THE VILLAGE OF OAK BROOK AND THE FOREST PRESERVE DISTRICT OF DUPAGE COUNTY WHEREAS,the Village of Oak Brook(hereinafter referred to as the"Village")is an Illinois Municipal Corporation organized under and pursuant to the laws of the State of Illinois;and WHEREAS,the Village is in the process of installing and/or constructing a water main east of Enterprise Drive and north of 22nd Street("Project');and WHEREAS,a part of the Project area where the water main will be installed includes a portion of the Salt Creek Greenway Forest Preserve, which is owned by the Forest Preserve District of DuPage County("Forest Preserve District');and WHEREAS,pursuant to the terms of the Easement Agreement for the Construction and Maintenance of a Water Main in a Portion of Salt Creek Greenway Forest Preserve("Easement Agreement'),the Forest Preserve has agreed to grant an easement to the Village over a portion of the Salt Creek Greenway Forest Preserve ("Easement Area") pursuant to the Local Government Property Transfer Act(50 ILCS 605/0.01 et seq.);and WHEREAS,the Village staff has reviewed the Easement Agreement and recommend that the President and the Board of Trustees approve the agreement;and WHEREAS,the Village President and the Board of Trustees have determined that it is necessary for the Village to use and/or occupy the Easement Area held by the Forest Preserve District in accordance with the provisions of Section 2 of the Local Government Property Transfer Act. NOW, THEREFORE, BE IT ORDAINED, in open meeting assembled, by the Village President and Board of Trustees of the Village of Oak Brook,Cook and DuPage Counties,Illinois as follows: 2 Section One—Recitals The Corporate Authorities hereby find that all of the recitals hereinbefore stated as contained in the preamble to the Ordinance are full,true and correct and do hereby,by reference,incorporate and make them part of this Ordinance as legislative findings. Section Two—Approval of Easement Agreement The Corporate Authorities of the Village of Oak Brook hereby approve the Easement Agreement between the Village and the Forest Preserve District of DuPage County substantially in the form attached hereto and made a part hereof as EXHIBIT A. Section Three-Authorization The Village President is hereby authorized to execute,and the Village Clerk is hereby authorized to attest to the Easement Agreement substantially in the form attached hereto as EXHIBIT A,with such changes therein as shall be approved by the Village Attorney and the officials of the Village executing the same,their execution thereof to constitute exclusive evidence of their approval to any and all changes or revisions therein from and after the execution and delivery of such Easement Agreement. Section Four-Other Actions Authorized The officers,employees and/or agents of the Village shall take all actions necessary or reasonably required to carry out and give effect to the intent of this Ordinance and otherwise to consummate the transactions contemplated herein,and shall take all actions necessary in conformity therewith including,without limitation,the execution and delivery of all documents required to be delivered in connection with the transaction contemplated herein. Section Five-Acts of Village Officials 3 That all past,present and future acts and doings of the officials of the Village that are inconformity with the purpose and intent of this Ordinance are hereby, in all respects, ratified, approved, authorized and confirmed. Section Six—Effective Date This Ordinance shall be in full force and effect from and after its passage,approval and publication as provided by law. Section Seven-Publication This Ordinance shall be published in book or pamphlet form as provided by the Illinois Municipal Code. Section Eight—Conflict Clause That all ordinances,parts of ordinances or board actions in conflict with the terms of this Ordinance shall be repealed to the extent of said conflict. Section Nine—Saving Clause Any part or parts of this Ordinance declared by a court of law to be invalid or unconstitutional shall not affect the validity of the remaining provisions of this Ordinance or the Oak Brook Municipal Code. Section Ten—Recording This Ordinance shall be entered into the minutes and upon the journals of the Board of Trustees of the Village of Oak Brook. 4 DECIDED pursuant to a Roll Call Vote: YES NO ABSENT PRESENT John Barr Philip Cuevas V Michael Manzo Moin Saiyed Edward Tiesenga Asif Yusuf Gopal G. Lalmalani (if necessary) i TOTAL PASSED AND PROVED by the Village of Oak Brook Board of Trustees on the 22nd day of October, 2 o Gopal G. Lalmalani Village President ATTEST: Charlotte K. Pruss Village Clerk 5 Exhibit A Easement Agreement for the Construction and Maintenance of a Water Main in a Portion of Sale Creek Greenway Forest Preserve (to be attached) 6 Prepared by and return to: Forest Preserve District of DuPage County C/O Executive Director P.O. Box 5000 Wheaton,IL 60189-5000 VACANT LAND P.I.N.: 06-24-307-024 (part) East of Enterprise Drive and North of 22nd Street in Oak Brook, IL AN EASEMENT AGREEMENT FOR THE CONSTRUCTION AND MAINTENANCE OF A WATER MAIN IN A PORTION OF SALT CREEK GREENWAY FOREST PRESERVE THIS EASEMENT AGREEMENT(hereinafter referred to as the"Agreement")is effective upon being signed by all parties and is made and entered into by and between the Forest Preserve District of DuPage County, a body politic and corporate (hereinafter referred to as the "FOREST PRESERVE DISTRICT") and the Village of Oak Brook, a municipal corporation (hereinafter referred to as the "VILLAGE"). WITNESSETH: WHEREAS,the FOREST PRESERVE DISTRICT owns certain property commonly known as Salt Creek Greenway Forest Preserve(hereinafter referred to as"Salt Creek Greenway"); and WHEREAS,the VILLAGE is proposing to construct a water main East of Enterprise Drive and North of 22nd Street, which will cross a certain portion of Salt Creek Greenway; and WHEREAS,the VILLAGE requests the granting of an easement within a certain portion of Salt Creek Greenway for the construction, operation and future maintenance of a water main; and WHEREAS, the FOREST PRESERVE DISTRICT and VILLAGE are municipalities as defined in Section 1(c) of the Local Government Property Transfer Act, 50 ILCS 605/1(c), hereinafter referred to as the"Transfer Act"; and WHEREAS, Section 2 of the Transfer Act authorizes transfers of real estate, or interests therein, between municipalities for any public purpose upon such terms as are agreed to by the corporate authorities of the respective municipalities; and WHEREAS,in accordance with Section 2 of the Transfer Act,the VILLAGE,pursuant to a duly passed ordinance, has determined that it is necessary to acquire an easement for a water main over a certain portion of Salt Creek Greenway legally described in Exhibit"A",attached hereto,and - 1 - depicted in Exhibit"B",attached hereto,(hereinafter referred to as"Easement Area"). Given that the VILLAGE is directional boring the water main through bedrock, the final location of the water main may be installed outside the Easement Area. If the water main is installed outside the Easement Area,the VILLAGE shall revise Exhibit"A"to provide for the new legal description and depiction and re-record this Agreement in the Office of the Recorder of Deeds,DuPage County,and providing the FOREST PRESERVE DISTRICT with a recorded copy; and WHEREAS, the FOREST PRESERVE DISTRICT has determined that it is reasonable, necessary and in the public interest and welfare to grant the VILLAGE an easement for the water main, subject to the terms and conditions set forth herein; NOW,THEREFORE, in consideration of the foregoing preambles and the promises, terms and conditions set forth herein, the parties agree as follows: 1.0 INCORPORATION OF RECITALS 1.1 The recitals set forth above are incorporated herein and made a part of this Agreement. 2.0 EASEMENT GRANTED 2.1 The FOREST PRESERVE DISTRICT hereby grants the VILLAGE an easement to install, use, operate, maintain, replace, abandon in place and remove a water main and all attachments,equipment,and appurtenances incidental thereto within,under and through the Easement Area on the terms and conditions as provided for in this Agreement together with the right of access to the Easement Area and areas adjacent thereto that are also owned by the FOREST PRESERVE DISTRICT's as may be reasonably necessary to effectuate the purposes of the easement granted herein. 2.2 The easement granted herein is for ninety-nine (99) years and shall expire on November 5 , 2118. The FOREST PRESERVE DISTRICT agrees to negotiate in good-faith with the VILLAGE for an extension of the term of this Agreement upon the termination of the ninety-nine(99)year lease term provided herein to the extent there is a continued public need for the use of the water main within the Easement Area. 3.0 SCOPE OF PROJECT 3.1 The VILLAGE shall design,permit,construct and maintain the water main. Implementation of the water main project shall be in accordance with the plan drawings(hereinafter referred to as the"Final Plan")prepared by Christopher B.Burke Engineering,Ltd.The Final Plan shall be deemed incorporated herein by reference but without attaching said document hereto due to its size. 3.2 The VILLAGE shall pay all fees and costs necessary to design, permit, construct and implement the water main project and as provided for in this Agreement. 3.3 The VILLAGE shall notify the FOREST PRESERVE DISTRICT'S designated project representative(Kevin Stough,kstough@dupageforest.org)no less than five(5)business days prior to the first access to the Easement Area. The VILLAGE shall make any independent contractor accessing the Easement Area aware of the terms and conditions of this Agreement. 3.4 The VILLAGE shall notify the FOREST PRESERVE DISTRICT'S designated project -2- representative within two (2) days after the completion of the restoration of the Easement Area. 4.0 FEES 4.1 The VILLAGE shall pay the fees as provided for in this Agreement. The easement fees to be paid by the VILLAGE to the FOREST PRESERVE DISTRICT for the granting of the easement shall be based on an easement fee and tree value fee in accordance with the FOREST PRESERVE DISTRICT'S Easement and License Ordinance(No.96-096). The fee for the easement is$2,180.00,which is based on$20,000.00 per acre($20,000 X 0.109 acres = $2,180.00). The value of trees within the Easement Area has been determined by the FOREST PRESERVE DISTRICT to be$4,330.00. The total easement fee is$6,510.00. The easement fee shall be paid to the FOREST PRESERVE DISTRICT prior to execution of this Agreement by the FOREST PRESERVE DISTRICT. 5.0 PERMITS AND APPROVALS 5.1 The VILLAGE shall complete the design of the water main project, including all plan sets, drawings, specifications and cost estimates. The VILLAGE agrees to cooperate with the FOREST PRESERVE DISTRICT regarding any significant proposed changes,alterations,or modifications to the Final Plans including,but not limited to any field adjustments or change orders, by providing reasonable advance notification and opportunity for review and comment. 5.2 The VILLAGE shall obtain all necessary permits or other approvals required for the water main project. The VILLAGE shall also comply with all applicable federal, state and local laws,rules and regulations(including,but not limited to,those relating to safety)whenever it performs any work on the Easement Area or exercises any rights conferred under this Agreement. 5.3 The VILLAGE agrees to provide the FOREST PRESERVE DISTRICT with as-built record drawings of the water main project within ninety(90)days following completion of the water main project. 6.0 INSURANCE 6.1 Before commencing with access to and work activities within the Easement Area, each contractor engaged to perform any work on the Easement Area shall obtain the following insurance coverages, which shall be maintained in force until the FOREST PRESERVE DISTRICT has accepted the restoration work within the Easement Area: (a) Workers'Compensation Insurance with limits as required by the applicable statutes of the State of Illinois. (b) Employer's Liability Insurance with limits as required by the applicable statutes of the State of Illinois. (c) Commercial General Liability Insurance with limits of not less than$1,000,000 per occurrence bodily injury/ property damage combined single limit; $2,000,000 aggregate bodily injury/property damage combined single limit. The Commercial General Liability policy shall include,but not be limited to, the following: (i) premises/operations coverage; (ii) products/completed operations coverage; -3- (iii) contractual liability coverage (specifically covering the indemnification obligations referred to in paragraph 9); (iv) personal injury coverage(with the employment exclusion deleted); (v) broad form property damage coverage; (vi) explosion,collapse and underground coverage; and (vii) independent contractor liability coverage. (d) Comprehensive Motor Vehicle Liability Insurance with limits of not less than $2,000,000 each accident bodily injury/property damage combined single limit. The policy of Commercial General Liability Insurance shall provide "occurrence" based coverage and shall include an endorsement naming the FOREST PRESERVE DISTRICT as additional insured. 6.2 The coverage limits specified in subparagraphs (c) and (d) may be satisfied through a combination of primary and excess insurance. The foregoing insurance coverages shall be provided by companies authorized to transact business in the State of Illinois and with a "Best"rating of"A"or higher. The VILLAGE and its contractors shall provide the FOREST PRESERVE DISTRICT with a Certificate of Insurance for each of the coverages specified above and, if requested, copies of the policies issued by the insurers prior to the commencement of any work on the Easement Area. Each certificate and policy shall provide that no cancellation or modification of the policy will occur without at least 30 days' prior written notice to the FOREST PRESERVE DISTRICT. The VILLAGE shall not allow any contractor to commence work on the Easement Area until all the insurance coverages required under this paragraph have been obtained and satisfactory evidence thereof has been furnished in writing to the FOREST PRESERVE DISTRICT. Each contract between the VILLAGE and a contractor performing work on the Easement Area shall provide that the FOREST PRESERVE DISTRICT is intended as a third-party beneficiary of the insurance obligation that is required of the contractor under this paragraph. 6.3 The VILLAGE shall procure and maintain a policy of Commercial General Liability Insurance providing coverage for bodily injury and property damage claims arising on or from the use of the Easement Area. The policy shall (a) provide "occurrence" based coverage;(b)be issued by a company authorized to transact business in this State of Illinois and with a Best rating of"A" or higher; (c) include an endorsement naming the FOREST PRESERVE DISTRICT as an additional insured;(d)include contractual liability coverage; (e)not be subject to cancellation or modification without at least 30 days' written notice to the FOREST PRESERVE DISTRICT, unless otherwise agreed to in writing between the VILLAGE and the FOREST PRESERVE DISTRICT. The VILLAGE shall provide evidence of said insurance coverage during the work activities on the water main project and as requested thereafter by furnishing the FOREST PRESERVE DISTRICT with a current Certificate of Insurance and,if requested,a certified copy of the policy issued by the insurer. 7.0 CONSTRUCTION ACTIVITY 7.1 All work activities shall be confined within the Easement Area,including,but not limited to, the movement and storage of equipment and materials. All trees, stumps and other debris resulting from the work activities shall be legally disposed of off of Salt Creek Greenway premises. No construction personnel shall be permitted outside the designated areas while engaged in construction activities. -4- 7.2 The FOREST PRESERVE DISTRICT shall not be responsible for or have control over the construction means, methods, techniques or procedures with respect to the construction of the water main project. In no event shall the FOREST PRESERVE DISTRICT be responsible for or have any obligation with respect to the safety of any person performing work on the Easement Area,including,but not limited to,the employees of the VILLAGE or of any contractor, subcontractor, agent or consultant. 7.3 The VILLAGE shall maintain the Easement Area in accordance with applicable safety rules and regulations. 7.4 In the event the VILLAGE, its employees or agents, or any contractor or subcontractor engaged to perform work on the Easement Area causes any damage to trees,shrubs,or other vegetation or landscaping, or any improvements lying outside the boundaries thereof, the VILLAGE shall pay the cost of replacement in the case of trees, shrubs or other vegetation, and in the case of landscaping or improvements,shall pay the cost of restoration and repair. Said costs shall be calculated at current replacement costs as reasonably determined by the FOREST PRESERVE DISTRICT for all material, labor and incidentals necessary for a complete restoration and repair. In addition to paying for the cost of restoration and repair, the VILLAGE shall pay the FOREST PRESERVE DISTRICT an amount equal to 15 percent of the cost of restoration and repair for administrative and supervision expenses. 8.0 RESTORATION 8.1 Following completion of the water main project, all areas affected or disturbed within the Easement Area by the work activities shall be restored by filling the directional bore pits so settling is minimized,fine grading as necessary and seeding with a 50%-50%mix of Virginia wild rye(Elymus virginicus) and Rice cutgrass(Leersia oryzoides). The seed mix shall be of a local genotype from within 50 miles of DuPage County and purchased from a local supplier. In order to ensure that Easement Area is properly restored,the VILLAGE shall pay a restoration deposit of$2,000.00 prior to execution of this Agreement by the FOREST PRESERVE DISTRICT. All restoration work shall be subject to FOREST PRESERVE DISTRICT acceptance. The VILLAGE restoration deposit shall be refunded, without interest,upon the satisfactory performance of the restoration of the Easement Area and the acceptance thereof by the FOREST PRESERVE DISTRICT. 8.2 If the VILLAGE fails to properly restore the Easement Area within 30 days of service of the FOREST PRESERVE DISTRICT'S written demand for the restoration work,the FOREST PRESERVE DISTRICT shall have the right to take such action as it deems necessary to perform the restoration or corrective work,which shall include the authority to (a)perform the work with its own personnel and(b)engage the services of an independent contractor to perform the work.The VILLAGE shall reimburse the FOREST PRESERVE DISTRICT for costs associated with said restoration or corrective work within 30 days of service of the FOREST PRESERVE DISTRICT's written demand for payment. 9.0 INDEMNIFICATION 9.1 To the extent permitted by law, the VILLAGE shall defend, save, and hold harmless the FOREST PRESERVE DISTRICT,its elected officials,officers,employees and agents from any and all claims,liabilities,causes of action,losses and damages that may at anytime arise or be claimed by any person or entity as a result of bodily injury,sickness,death or property -5- damage,or as a result of any other claim or suit of any nature whatsoever, allegedly arising out of or in any manner connected with,directly or indirectly,the work activities,when such bodily injury, sickness, death, property damage or other claim is allegedly caused by a negligent or intentional act or omission on the part of the VILLAGE or its contractors, subcontractors, engineers, consultants, employees, or agents. In the event any person or entity obtains a judgment or settlement against the FOREST PRESERVE DISTRICT or any of its elected officials,officers,employees or agents,provided that the FOREST PRESERVE DISTRICT provides the VILLAGE prior notice of the pending action associated with the judgment and/or settlement and the VILLAGE is given an opportunity to defend against the action,by reason of any negligent or intentional act or omission on the part of the VILLAGE or its contractors, subcontractors, consultants, employees or agents, the VILLAGE shall promptly,to the extent allowed by law,indemnify the FOREST PRESERVE DISTRICT or the elected official, officer, employee or agent, as the case may be, in the amount of said judgment or settlement and for all costs and expenses related thereto, including, without limitation, reasonable attorney and expert witness fees. Notwithstanding anything to the contrary in this Section 9.0, the VILLAGE shall not be obligated to or responsible to indemnify,hold harmless,and/or defend the FOREST PRESERVE DISTRICT,or any third party, from or against any injuries, deaths, losses, damages, claims, liens, suits, liabilities, judgments, costs and/or losses to the extent caused by the negligence and/or wrongful conduct of the FOREST PRESERVE DISTRICT or any other party for whom the FOREST PRESERVE DISTRICT is responsible. 9.2 To the extent permitted by law, the VILLAGE shall also defend, save, hold harmless and indemnify the FOREST PRESERVE DISTRICT from any and all claims,liabilities,causes of action,losses and damages that may arise or be claimed by any person or entity for bodily injury, sickness, death or property damage, or for any other claim or suit of any nature whatsoever,arising from or in any manner connected with,directly or indirectly,any defect in the new water main caused by defective materials,workmanship or construction methods. 9.3 The obligation on the part of the VILLAGE to defend, hold harmless and indemnify the FOREST PRESERVE DISTRICT is perpetual. 9.4 The VILLAGE shall require each contractor who performs any work on the Easement Area, to defend,hold harmless and indemnify the FOREST PRESERVE DISTRICT to the same extent as required of the VILLAGE under paragraph 9.0,and the VILLAGE shall include in all of its contracts a statement expressly declaring the FOREST PRESERVE DISTRICT to be a third-party beneficiary of the indemnification provision. 9.5 The VILLAGE shall promptly pay all costs and expenses relating to any and all work within the Easement Area and shall not allow any liens on FOREST PRESERVE DISTRICT property as a result of the work. To the extent permitted by law,the VILLAGE shall defend, indemnify and hold the FOREST PRESERVE DISTRICT harmless from any and all liens, costs and expenses arising from any work performed under this Agreement. 10.0 BREACH OF AGREEMENT 10.1 If a party reasonably believes that a breach of this Agreement has occurred or is occurring, the party shall serve written notice thereof upon the party committing or permitting such breach to occur, specifying in detail the breach and the facts supporting such claim. The party alleged to have committed the breach shall have 30 days within which to cure the -6- violation. If the party in violation is the VILLAGE, and the VILLAGE fails to cure the breach within the 30-day period,the FOREST PRESERVE DISTRICT may pursue monetary damages or specific performance provided that the 30-day cure period shall be extended for a reasonable time if the VILLAGE has undertaken to cure the breach within the 30-day period and continues to diligently and in good faith to complete the corrective action. Given the importance of the water main project to public health and safety and given the nature and scope of the water main project,remedies available to the FOREST PRESERVE DISTRICT do not and shall not include termination of this Agreement or prevention of access to the Easement Area. 10.2 Action by any party to enforce this Agreement shall be without prejudice to the exercise of any other rights provided herein or by law or in equity to remedy a breach of this Agreement, subject to the terms of the preceding Paragraph 10.1. 10.3 A waiver by any party of any breach of one or more of the terms of this Agreement on the part of one of the other parties shall not constitute a waiver of any subsequent or other breach of the same or other term,nor shall the failure on the part of a party to require exact,full and complete compliance with any of the terms contained herein be construed as changing the terms of this Agreement or estopping a party from enforcing full compliance with the provisions set forth herein. No delay, failure or omission of a party to exercise any right, power,privilege or option arising from a breach shall impair any right,privilege or option,or be construed as a waiver or acquiescence in such breach or as a relinquishment of any right. No option, right, power, remedy or privilege of the parties shall be construed as being exhausted by the exercise thereof in one or more instances. The rights,power,privileges and remedies given the parties under this Agreement and by law shall be cumulative. 11.0 NOTICES 11.1 All notices required to be given under the terms of this Agreement shall be in writing and served by certified or registered mail,return receipt requested,properly addressed with the postage prepaid and deposited in the United States mail. Notices served upon the FOREST PRESERVE DISTRICT shall be directed to the Executive Director,Forest Preserve District of DuPage County,P.O.Box 5000,Wheaton,Illinois 60189-5000. Notices served upon the VILLAGE shall be directed to the Village Manager,Village of Oak Brook, 1200 Oak Brook Road, Oak Brook,Illinois 60523. Notices served by mail shall be effective upon receipt as verified by the United States Postal Service. Notwithstanding anything to the contrary,any notice by a party alleging a breach of this Agreement shall be by certified or registered mail as set forth above. Any party may designate a new location for service of notices by serving notice of the change in accordance with the requirements of this paragraph. 12.0 MISCELLANEOUS TERMS 12.1 All rights, title and privileges herein granted for the Easement Area, including all benefits and burdens, shall run with the land for the term of ninety-nine (99) years and shall be binding upon and inure to the benefit of the parties hereto,their respective successors and assigns. 12.2 The FOREST PRESERVE DISTRICT hereby reserve the right to use,or permit to be used, the Easement Area in any manner that will not prevent or materially interfere with the exercise by the VILLAGE of the rights granted herein. -7- 12.3 If any party initiates any legal proceeding or action, whether at law or in equity, to enforce any provision of this Agreement,the prevailing party(as determined by the court) shall be entitled to recover its reasonable costs and expenses incurred in connection with said proceeding or action, including, but not limited to, reasonable expert witness and attorney fees. 12.4 The VILLAGE shall be responsible for recording this Agreement, at its expense, in the Office of the Recorder of Deeds, DuPage County, and for providing the FOREST PRESERVE DISTRICT with a recorded copy. 12.5 The provisions set forth herein represent the entire agreement between the parties and supersede any previous oral or written agreements,as it is the intent of the parties to provide for a complete integration within the terms of this Agreement. No provision may be modified in any respect unless such modification is in writing,duly approved and signed by all parties. 12.6 This Agreement shall be construed in accordance with the laws of the State of Illinois. 12.7 This Agreement shall be executed in duplicate, and each party shall retain a fully executed original, all of which shall be deemed to be one Agreement. IN WITNESS WHEREOF, the parties have executed this Agreement on the dates stated below. FOREST PRESERVE DISTRICT OF VILLAGE OF OAK BROOK DU PAGE COUNTY BY: BY: Daniel Hebreard, Presi fent Gopal 91 Lalmalani, Village Pr dent ATTES t wt, ATTEST: Judith Malahy, Secretary Charlotte Pruss, Clerk Date signed: Wtn'ly L J , �0 j q Date signed:v Z2 /q -8- EXHIBIT "A" LEGAL DESCRIPTION(25'WATER MAIN EASEMENT) THAT PART OF LOT 1 IN FOREST PRESERVE DISTRICT BUTLER ASSESSMENT PLAT,BEING AN ASSESSMENT PLAT IN THAT PART OF THE SOUTHWEST QUARTER OF SECTION 24,TOWNSHIP 39 NORTH,RANGE 11 EAST OF THE THIRD PRINCIPAL MERIDIAN,ACCORDING TO THE PLAT THEREOF RECORDED AUGUST 23,2002 AS DOCUMENT NO.R2002-218660 IN DUPAGE COUNTY, ILLINOIS,BEING DESCRIBED AS FOLLOWS: COMMENCING AT THE NORTHEASTERLY CORNER OF LOT 11,IN CENTRAL INDUSTRIAL PLAZA, BEING A SUBDIVISION IN THAT PART OF SAID SOUTHWEST QUARTER OF SECTION 24 ACCORDING TO THE PLAT THEREOF RECORDED MAY 1,1965 AS DOCUMENT NO.R1965- 018254;THENCE SOUTHWESTERLY ALONG THE WESTERLY LINE OF SAID LOT 1 IN FOREST PRESERVE DISTRICT BUTLER ASSESSMENT PLAT,HAVING AN ILLINOIS COORDINATE SYSTEM (EAST ZONE)GRID BEARING OF SOUTH 24 DEGREES 53 MINUTES 24 SECONDS WEST A DISTANCE OF 16.61 FEET TO THE POINT OF BEGINNING;THENCE SOUTH 59 DEGREES 59 MINUTES 40 SECONDS EAST,167.75 FEET;THENCE SOUTH 07 DEGREES 21 MINUTES 23 SECONDS EAST,15.66 FEET TO A POINT ON THE EASTERLY LINE OF SAID LOT 1;THENCE SOUTH 24 DEGREES 55 MINUTES 37 SECONDS WEST,46.81 FEET ALONG SAID EASTERLY LINE;THENCE NORTH 07 DEGREES 21 MINUTES 23 SECONDS WEST,42.86 FEET;THENCE NORTH 59 DEGREES 59 MINUTES 40 SECONDS WEST,153.17 FEET TO A POINT ON SAID WESTERLY LINE OF SAID LOT 1;THENCE NORTH 24 DEGREES 53 MINUTES 24 SECONDS EAST,25.10 FEET ALONG SAID WESTERLY LINE TO THE POINT OF BEGINNING. :6 EXHIBIT "B's .0 "Z1711, loy EASEMENT EXHIBIT N, 4e* Ilk ----------- ......... ---------- --- v 4p Wr ase "4- Wo A l olo* old o, "W, 10 404 p9 A 0 IF A., :77-= Zrl �IT�=51�P4ni�r �Lf o -7 —1 u. LNIXIMSr 2'"t"T" ­Fl= 11 IE lZ 1=1 L —.9k,"Pr • el T:-- ==Lrl MA�—j"or, i4r lLTMl—lM1"I= qj!d'STREET wcudwm=--.— v.- —c. CHRISTOPHER 0.BURKE ENGINEERING. LTD. EMMIT D- AJK -;;T- 600 Ej� JRY SHEET I OF 1 9 75 west Higgins Road, suite VILLO OAK BROOK. ILLINOIS ZBRSsemont IIIInoTs 60018 PREPARED FOR (847)823-b5OO VILLAGE OF OAK BROOK 50-115 8 Forest Preserve District of DuPage County 3S580 Naperville Road 630.933.7200 P.O. Box 5000 Fax 630.933.7204 Wheaton, IL 60189 TTY 800.526.0857 dupageforest.org November 7, 2019 Rick Valent Public Works Superintendent 1200 Oak Brook Road Oak Brook, IL 60523 Dear Rick, Enclosed please find three (3) original, signed Easement Agreements for the proposed water main that will be constructed underneath Salt Creek and through a portion of Salt Creek Greenway Forest Preserve. Two (2) of the Easement Agreements have the Village ordinances attached to it. The third Easement Agreement is the one to be recorded by the Village. The recorded Easement Agreement should be forwarded to me after recording. If you have any questions, please do not hesitate to call me at 630-933-7235. Sincerely, l ' i Kevin Stough Land Preservation Manager Encl. Of 0gRA90 a 9 July 7, 2020 G � CF COUNTI,��. Village Of Forest Preserve District of DuPage County Oak Brook CIO Executive Director 1200 Oak Brook Road Oak Brook,IL 60523-2255 P.O. Box 5000 Website Wheaton, Illinois 60189-5000 www.oak-brook.or¢ Administration Re: Recorded Document on June 24, 2020 630.368.5000 Easement Agreement for the east of Enterprise Drive and North of 22nd Street in Oak FAX 630.368.5045 Brook, Illinois Community Development Ordinance 2019-EASE-WM-S-1581, An Ordinance Approving and Authorizing the 630.368.5101 Execution of an Easement Agreement for the Construction and Maintenance of a FAX 630.368.5128 Water Main in a Portion of the Salt Creek Greenway Forest Preserve Between the Village of Oak Brook and the Forest Preserve District of DuPage County Engineering Document# R2020-065563 Department 630.368.5130 FAX 630.368.3985 Fire Department To Whom It May Concern: 630.368.5200 FAX 630.368.5128 A copy of the above-mentioned recorded document is enclosed for your records. This Police Department is important information and should be retained in a secure area with your files. 630.368.8700 FAX 630.368.8739 Please do not hesitate to contact me at 630-368-5036 if you have any questions Public Works regarding this matter. Department 630.368.5270 FAX 630.368.5295 Thank You, Oak Brook *44dkor7 Public Library 600 Oak Brook Road Oak Brook,IL 60523 Kathy Vonachen, CPP, CMC 630.3 .368. 0 H.R. Director FAX 630.368.7704 Oak Brook Sports Core Bath&Tennis Club 700 Oak Brook Road Enclosure Oak Brook,IL 60523 630.368.6420TBudzikki, Director oDevelopment Ditf Dlo ment Services FAX 630.3630.368.6.6439 cc: Tony ows Doug Patchin, Director of Public Works& Engineering Golf Club Official Files 2606 York Road Oak Brook,IL 60523 630.368.6400 FAX 630.368.6419 IIiIIIIIIIIIIiIIIIIINII FRED BUCHOL2 R !n.D_F.. DUPAGE _01 INT''( E!_.ILLINOi" 06/24/2020 W:43 iPM DOCUMENT # P2020-065563 (Above Space For Recorder's Office Only) VILLAGE OF OAK BROOK 1200 Oak Brook Road Oak Brook,IL 60523-2255 RECORDED DOCUMENT TITLE PAGE Title of Document: EASEMENT AGREEMENT Property Address/es _ East of Enterprise Drive and North of 22nd Street in Oak Brook Illinois If vacant land,so state and list nearest cross streets) PIN No(s). 06 24-307-024(part) Name and Address of Applicant: FOREST PRESERVE DISTRICT OF DUPAGE COUNTY C/O EXECUTIVE DIRECTOR P.O.BOX 5000 W HEATON,ILLINOIS 60189-5000 Name and Address of Responsible Party to Receive Copy of Recorded Document: VILLAGE OF OAK BROOK CLERK'S OFFICE G/L Account to be charged: G/L 121-77000 Prepared By and Return to: (Village of Oak Brook i 1200 Oak Brook Road Oak Brook,Illinois 60523-2255 Name&Address of Recipient N/A of Consideration(when applicable): G/L Account to be charged: STATE OF ILLINOIS ) ) SS. COUNTIES OF COOK AND DUPAGE ) I, Charlotte K. Pruss, do hereby certify that I am the duly elected and acting Village Clerk of the Village of Oak Brook, DuPage and Cook Counties, Illinois. I DO FURTHER CERTIFY that the annexed document is a true and correct copy of: ORDINANCE 2019-EASE-WM-S-1581 AN ORDINANCE APPROVING AND AUTHORIZING THE EXECUTION OF AN EASEMENT AGREEMENT FOR THE CONSTRUCTION AND MAINTENANACE OF WATER MAIN IN A PORTION OF THE SALT CREEK GREENWAY FOREST PRESERVE BETWEEN THE VILLAGE OF OAK BROOK AND THE FOREST PRESERVE DISTRICT OF DUPAGE COUNTY 60523 East of Enterprise Drive and North of 22nd Street in Oak Brook, Illinois (PIN:06-24-307-024(part)) I DO FURTHER CERTIFY that the original document, of which the annexed copy is a true copy, is entrusted to my care for safekeeping and I am the keeper of the same. I DO FURTHER CERTIFY that I am the keeper of the records, journals, entries, resolutions,ordinances and documents of the said Village of Oak Brook, DuPage and Cook Counties,Illinois. IN WITNESS WHEREOF, I have hereunto set my hand and affixed the corporate seal of the Village of Oak Brook this 24th day of February,2020. GE Of 04 Charlotte K. Pruss A e� Village Clerk �IlF ��` Village of Oak Brook IleVillage •� DuPage and Cook Counties,Illinois THE VILLAGE OF OAK BROOK COOK AND DUPAGE COUNTIES, ILLINOIS ORDINANCE 2019-EASE-WM-S-1581 AN ORDINANCE APPROVING AND AUTHORIZING THE EXECUTION OF AN EASEMENT AGREEMENT FOR THE CONSTRUCTION AND MAINTENANCE OF A WATER MAIN IN A PORTION OF THE SALT CREEK GREENWAY FOREST PRESERVE BETWEEN THE VILLAGE OF OAK BROOK AND THE FOREST PRESERVE DISTRICT OF DUPAGE COUNTY GOPAL G. LALMALANI, Village President CHARLOTTE K. PRUSS, Village Clerk JOHN BARR PHILIP CUEVAS MICHAEL MANZO MOIN SAIYED EDWARD TIESENGA ASIF YUSUF Village Board Published in pamphlet form by authority of the President and the Board of Trustees of the Village of Oak Brook on this the 22nd day of October, 2019 ORDINANCE 2019-EASE-WM-S-1581 AN ORDINANCE APPROVING AND AUTHORIZING THE EXECUTION OF AN EASEMENT AGREEMENT FOR THE CONSTRUCTION AND MAINTENANCE OF A WATER MAIN IN A PORTION OF THE SALT CREEK GREENWAY FOREST PRESERVE BETWEEN THE VILLAGE OF OAK BROOK AND THE FOREST PRESERVE DISTRICT OF DUPAGE COUNTY WHEREAS,the Village of Oak Brook(hereinafter referred to as the"Village")is an Illinois Municipal Corporation organized under and pursuant to the laws of the State of Illinois;and WHEREAS,the Village is in the process of installing and/or constructing a water main east of Enterprise Drive and north of 221 Street("Project");and WHEREAS,a part of the Project area where the water main will be installed includes a portion of the Salt Creek Greenway Forest Preserve, which is owned by the Forest Preserve District of DuPage County("Forest Preserve District");and WHEREAS,pursuant to the terms of the Easement Agreement for the Construction and Maintenance of a Water Main in a Portion of Salt Creek Greenway Forest Preserve("Easement Agreement"),the Forest Preserve has agreed to grant an easement to the Village over a portion of the Salt Creek Greenway Forest Preserve ("Easement Area") pursuant to the Local Government Property Transfer Act(50 ILCS 605/0.01 et seq.);and WHEREAS,the Village staff has reviewed the Easement Agreement and recommend that the President and the Board of Trustees approve the agreement;and WHEREAS,the Village President and the Board of Trustees have determined that it is necessary for the Village to use and/or occupy the Easement Area held by the Forest Preserve District in accordance with the provisions of Section 2 of the Local Government Property Transfer Act. NOW, THEREFORE, BE IT ORDAINED, in open meeting assembled, by the Village President and Board of Trustees of the Village of Oak Brook,Cook and DuPage Counties,Illinois as follows: 2 Section One—Recitals The Corporate Authorities hereby find that all of the recitals hereinbefore stated as contained in the preamble to the Ordinance are full,true and correct and do hereby,by reference,incorporate and make them part of this Ordinance as legislative findings. Section Two—Approval of Easement Agreement The Corporate Authorities of the Village of Oak Brook hereby approve the Easement Agreement between the Village and the Forest Preserve District of DuPage County substantially in the form attached hereto and made a part hereof as EXHIBIT A. Section Three-Authorization The Village President is hereby authorized to execute,and the Village Clerk is hereby authorized to attest to the Easement Agreement substantially in the form attached hereto as EXHIBIT A,with such changes therein as shall be approved by the Village Attorney and the officials of the Village executing the same,their execution thereof to constitute exclusive evidence of their approval to any and all changes or revisions therein from and after the execution and delivery of such Easement Agreement. Section Four-Other Actions Authorized The officers,employees and/or agents of the Village shall take all actions necessary or reasonably required to carry out and give effect to the intent of this Ordinance and otherwise to consummate the transactions contemplated herein,and shall take all actions necessary in conformity therewith including,without limitation,the execution and delivery of all documents required to be delivered in connection with the transaction contemplated herein. Section Five-Acts of Village Officials 3 That all past,present and future acts and doings of the officials of the Village that are in conformity with the purpose and intent of this Ordinance are hereby, in all respects, ratified, approved, authorized and confirmed. Section Six—Effective Date This Ordinance shall be in full force and effect from and after its passage,approval and publication as provided by law. Section Seven-Publication This Ordinance shall be published in book or pamphlet form as provided by the Illinois Municipal Code. Section Eight—Conflict Clause That all ordinances,parts of ordinances or board actions in conflict with the terms of this Ordinance shall be repealed to the extent of said conflict. Section Nine—Saving Clause Any part or parts of this Ordinance declared by a court of law to be invalid or unconstitutional shall not affect the validity of the remaining provisions of this Ordinance or the Oak Brook Municipal Code. Section Ten—Recording This Ordinance shall be entered into the minutes and upon the journals of the Board of Trustees of the Village of Oak Brook. 4 DECIDED pursuant to a Roll Call Vote: YES NO ABSENT PRESENT John Barr Philip Cuevas Michael Manzo Moin Saiyed Edward Tiesen a Asif Yusuf x Gopal G. Lalmalani (if necessary) TOTAL PASSED AND APPROVED by the Village of Oak Brook Board of Trustees on the 22nd day of O2!�r 01 . Gopal G. Lalmalani Village President ATTEST: Charlotte K. Pruss Village Clerk 5 Exhibit A Easement Agreement for the Construction and Maintenance of a Water Main in a Portion of Sale Creek Greenway Forest Preserve (to be attached) 6 Prepared by and return to: Forest Preserve District of DuPage County C/O Executive Director P.O.Box 5000 Wheaton,IL 60189-5000 VACANT LAND P.I.N.: 06-24-307-024(part) East of Enterprise Drive and North of 22"Street in Oak Brook,IL AN EASEMENT AGREEMENT FOR THE CONSTRUCTION AND MAINTENANCE OF A WATER MAIN IN A PORTION OF SALT CREEK GREENWAY FOREST PRESERVE THIS EASEMENT AGREEMENT(hereinafter referred to as the"Agreement')is effective upon being signed by all parties and is made and entered into by and between the Forest Preserve District of DuPage County,a body politic and corporate(hereinafter referred to as the"FOREST PRESERVE DISTRICT")and the Village of Oak Brook, a municipal corporation(hereinafter referred to as the"VILLAGE"). WITNESSETH: WHEREAS,the FOREST PRESERVE DISTRICT owns certain property commonly known as Salt Creek Greenway Forest Preserve(hereinafter referred to as"Salt Creek Greenway");and WHEREAS,the VILLAGE is proposing to construct a water main East of Enterprise Drive and North of 22nd Street,which will cross a certain portion of Salt Creek Greenway;and WHEREAS,the VILLAGE requests the granting of an easement within a certain portion of Salt Creek Greenway for the construction,operation and future maintenance of a water main;and WHEREAS,the FOREST PRESERVE DISTRICT and VILLAGE are municipalities as defined in Section 1(c) of the Local Government Property Transfer Act, 50 ILCS 605/1(c), hereinafter referred to as the"Transfer Act";and WHEREAS,Section 2 of the Transfer Act authorizes transfers of real estate,or interests therein,between municipalities for any public purpose upon such terms as are agreed to by the corporate authorities of the respective municipalities;and WHEREAS,in accordance with Section 2 of the Transfer Act,the VILLAGE,pursuant to a duly passed ordinance,has determined that it is necessary to acquire an easement for a water main over a certain portion of Salt Creek Greenway legally described in Exhibit"A",attached hereto,and -1- depicted in Exhibit"B",attached hereto,(hereinafter referred to as"Easement Area"). Given that the VILLAGE is directional boring the water main through bedrock,the final location of the water main may be installed outside the Easement Area. If the water main is installed outside the Easement Area,the VILLAGE shall revise Exhibit"A"to provide for the new legal description and depiction and re-record this Agreement in the Office of the Recorder of Deeds,DuPage County,and providing the FOREST PRESERVE DISTRICT with a recorded copy;and WHEREAS,the FOREST PRESERVE DISTRICT has determined that it is reasonable, necessary and in the public interest and welfare to grant the VILLAGE an easement for the water main,subject to the terms and conditions set forth herein; NOW,THEREFORE,in consideration of the foregoing preambles and the promises,terns and conditions set forth herein,the parties agree as follows: 1.0 INCORPORATION OF RECITALS 1.1 The recitals set forth above are incorporated herein and made a part of this Agreement. 2.0 EASEMENT GRANTED 2.1 The FOREST PRESERVE DISTRICT hereby grants the VILLAGE an easement to install, use, operate, maintain, replace, abandon in place and remove a water main and all attachments,equipment,and appurtenances incidental thereto within,under and through the Easement Area on the terms and conditions as provided for in this Agreement together with the right of access to the Easement Area and areas adjacent thereto that are also owned by the FOREST PRESERVE DISTRICT's as may be reasonably necessary to effectuate the purposes of the easement granted herein. 2.2 The easement granted herein is for ninety-nine(99)years and shall expire on November S 2118. The FOREST PRESERVE DISTRICT agrees to negotiate in good-faith with the VILLAGE for an extension of the tern of this Agreement upon the termination of the ninety-nine(99)year lease term provided herein to the extent there is a continued public need for the use of the water main within the Easement Area. 3.0 SCOPE OF PROJECT 3.1 The VILLAGE shall design,permit,construct and maintain the water main. Implementation of the water main project shall be in accordance with the plan drawings(hereinafter referred to as the"Final Plan")prepared by Christopher B.Burke Engineering,Ltd.The Final Plan shall be deemed incorporated herein by reference but without attaching said document hereto due to its size. 3.2 The VILLAGE shall pay all fees and costs necessary to design, permit, construct and implement the water main project and as provided for in this Agreement. 3.3 The VILLAGE shall notify the FOREST PRESERVE DISTRICT'S designated project representative(Kevin Stough,kstough@dupageforest.org)no less than five(5)business days prior to the first access to the Easement Area. The VILLAGE shall make any independent contractor accessing the Easement Area aware of the terms and conditions of this Agreement. 3.4 The VILLAGE shall notify the FOREST PRESERVE DISTRICT'S designated project -2- representative within two(2)days after the completion of the restoration of the Easement Area. 4.0 FEES 4.1 The VILLAGE shall pay the fees as provided for in this Agreement.The easement fees to be paid by the VILLAGE to the FOREST PRESERVE DISTRICT for the granting of the easement shall be based on an easement fee and tree value fee in accordance with the FOREST PRESERVE DISTRICT'S Easement and License Ordinance(No.96-096).The fee for the easement is$2,180.00,which is based on$20,000.00 per acre($20,000 X 0.109 acres =$2,180.00). The value of trees within the Easement Area has been determined by the FOREST PRESERVE DISTRICT to be$4,330.00.The total easement fee is$6,510.00.The easement fee shall be paid to the FOREST PRESERVE DISTRICT prior to execution of this Agreement by the FOREST PRESERVE DISTRICT. 5.0 PERMITS AND APPROVALS 5.1 The VILLAGE shall complete the design of the water main project,including all plan sets, drawings,specifications and cost estimates. The VILLAGE agrees to cooperate with the FOREST PRESERVE DISTRICT regarding any significant proposed changes,alterations,or modifications to the Final Plans including,but not limited to any field adjustments or change orders, by providing reasonable advance notification and opportunity for review and comment. 5.2 The VILLAGE shall obtain all necessary permits or other approvals required for the water main project. The VILLAGE shall also comply with all applicable federal,state and local laws,rules and regulations(including,but not limited to,those relating to safety)whenever it performs any work on the Easement Area or exercises any rights conferred under this Agreement. 5.3 The VILLAGE agrees to provide the FOREST PRESERVE DISTRICT with as-built record drawings of the water main project within ninety(90)days following completion ofthe water main project. 6.0 INSURANCE 6.1 Before commencing with access to and work activities within the Easement Area,each contractor engaged to perform any work on the Easement Area shall obtain the following insurance coverages,which shall be maintained in force until the FOREST PRESERVE DISTRICT has accepted the restoration work within the Easement Area: (a) Workers'Compensation Insurance with limits as required by the applicable statutes of the State of Illinois. (b) Employer's Liability Insurance with limits as required by the applicable statutes of the State of Illinois. (c) Commercial General Liability Insurance with limits of not less than$1,000,000 per occurrence bodily injury/ property damage combined single limit; $2,000,000 aggregate bodily injury/property damage combined single limit. The Commercial General Liability policy shall include,but not be limited to,the following: (i) premises/operations coverage; (ii) products/completed operations coverage; -3- (iii) contractual liability coverage (specifically covering the indemnification obligations referred to in paragraph 9); (iv) personal injury coverage(with the employment exclusion deleted); (v) broad form property damage coverage, (vi) explosion,collapse and underground coverage;and (vii) independent contractor liability coverage. (d) Comprehensive Motor Vehicle Liability Insurance with limits of not less than $2,000,000 each accident bodily injury/property damage combined single limit. The policy of Commercial General Liability Insurance shall provide"occurrence"based coverage and shall include an endorsement naming the FOREST PRESERVE DISTRICT as additional insured. 6.2 The coverage limits specified in subparagraphs(c)and(d)may be satisfied through a combination of primary and excess insurance.The foregoing insurance coverages shall be provided by companies authorized to transact business in the State of Illinois and with a "Best"rating of"A"or higher.The VILLAGE and its contractors shall provide the FOREST PRESERVE DISTRICT with a Certificate of Insurance for each of the coverages specified above and, if requested, copies of the policies issued by the insurers prior to the commencement of any work on the Easement Area.Each certificate and policy shall provide that no cancellation or modification of the policy will occur without at least 30 days'prior written notice to the FOREST PRESERVE DISTRICT. The VILLAGE shall not allow any contractor to commence work on the Easement Area until all the insurance coverages required under this paragraph have been obtained and satisfactory evidence thereof has been furnished in writing to the FOREST PRESERVE DISTRICT. Each contract between the VILLAGE and a contractor performing work on the Easement Area shall provide that the FOREST PRESERVE DISTRICT is intended as a third-party beneficiary of the insurance obligation that is required of the contractor under this paragraph. 6.3 The VILLAGE shall procure and maintain a policy of Commercial General Liability Insurance providing coverage for bodily injury and property damage claims arising on or from the use of the Easement Area. The policy shall (a)provide"occurrence'based coverage;(b)be issued by a company authorized to transact business in this State of Illinois and with a Best rating of"A"or higher;(c)include an endorsement naming the FOREST PRESERVE DISTRICT as an additional insured;(d)include contractual liability coverage; (e)not be subject to cancellation or modification without at least 30 days'written notice to the FOREST PRESERVE DISTRICT,unless otherwise agreed to in writing between the VILLAGE and the FOREST PRESERVE DISTRICT.The VILLAGE shall provide evidence of said insurance coverage during the work activities on the water main project and as requested thereafter by furnishing the FOREST PRESERVE DISTRICT with a current Certificate of Insurance and,if requested,a certified copy of the policy issued by the insurer. 7.0 CONSTRUCTION ACTIVITY 7.1 All work activities shall be confined within the Easement Area,including,but not limited to, the movement and storage of equipment and materials. All trees,stumps and other debris resulting from the work activities shall be legally disposed of off of Salt Creek Greenway premises. No construction personnel shall be permitted outside the designated areas while engaged in construction activities. -4- 7.2 The FOREST PRESERVE DISTRICT shall not be responsible for or have control over the construction means,methods,techniques or procedures with respect to the construction of the water main project. In no event shall the FOREST PRESERVE DISTRICT be responsible for or have any obligation with respect to the safety of any person performing work on the Easement Area,including,but not limited to,the employees ofthe VILLAGE or of any contractor,subcontractor,agent or consultant. 7.3 The VILLAGE shall maintain the Easement Area in accordance with applicable safety rules and regulations. 7.4 In the event the VILLAGE,its employees or agents,or any contractor or subcontractor engaged to perform work on the Easement Area causes any damage to trees,shrubs,or other vegetation or landscaping,or any improvements lying outside the boundaries thereof,the VILLAGE shall pay the cost of replacement in the case of trees,shrubs or other vegetation, and in the case of landscaping or improvements,shall pay the cost of restoration and repair. Said costs shall be calculated at current replacement costs as reasonably determined by the FOREST PRESERVE DISTRICT for all material,labor and incidentals necessary for a complete restoration and repair.In addition to paying for the cost of restoration and repair, the VILLAGE shall pay the FOREST PRESERVE DISTRICT an amount equal to 15 percent of the cost of restoration and repair for administrative and supervision expenses. 8.0 RESTORATION 8.1 Following completion of the water main project,all areas affected or disturbed within the Easement Area by the work activities shall be restored by filling the directional bore pits so settling is minimized,fine grading as necessary and seeding with a 501/o-500/o mix of Virginia wild rye(Elymus virginicus)and Rice cutgrass(Leersia oryzoides). The seed mix shall be of a local genotype from within 50 miles of DuPage County and purchased from a local supplier. In order to ensure that Easement Area is properly restored,the VILLAGE shall pay a restoration deposit of$2,000.00 prior to execution of this Agreement by the FOREST PRESERVE DISTRICT. All restoration work shall be subject to FOREST PRESERVE DISTRICT acceptance. The VILLAGE restoration deposit shall be refunded,without interest,upon the satisfactory performance of the restoration of the Easement Area and the acceptance thereof by the FOREST PRESERVE DISTRICT. 8.2 If the VILLAGE fails to properly restore the Easement Area within 30 days of service of the FOREST PRESERVE DISTRICT'S written demand for the restoration work,the FOREST PRESERVE DISTRICT shall have the right to take such action as it deems necessary to perform the restoration or corrective work,which shall include the authority to(a)perform the work with its own personnel and(b)engage the services of an independent contractor to perform the work.The VILLAGE shall reimburse the FOREST PRESERVE DISTRICT for costs associated with said restoration or corrective work within 30 days of service of the FOREST PRESERVE DISTRICT's written demand for payment. 9.0 INDEMNIFICATION 9.1 To the extent permitted by law,the VILLAGE shall defend,save,and hold harmless the FOREST PRESERVE DISTRICT,its elected officials,officers,employees and agents from any and all claims,liabilities,causes of action,losses and damages that may at any time arise or be claimed by any person or entity as a result of bodily injury,sickness,death or property -5- damage,or as a result of any other claim or suit of any nature whatsoever,allegedly arising out of or in any manner connected with,directly or indirectly,the work activities,when such bodily injury,sickness,death, property damage or other claim is allegedly caused by a negligent or intentional act or omission on the part of the VILLAGE or its contractors, subcontractors,engineers,consultants,employees,or agents. In the event any person or entity obtains a judgment or settlement against the FOREST PRESERVE DISTRICT or any of its elected officials,officers,employees or agents,provided that the FOREST PRESERVE DISTRICT provides the VILLAGE prior notice of the pending action associated with the judgment and/or settlement and the VILLAGE is given an opportunity to defend against the action,by reason of any negligent or intentional act or omission on the part of the VILLAGE or its contractors,subcontractors,consultants,employees or agents,the VILLAGE shall promptly,to the extent allowed by law,indemnify the FOREST PRESERVE DISTRICT or the elected official,officer,employee or agent,as the case may be,in the amount of said judgment or settlement and for all costs and expenses related thereto,including,without limitation,reasonable attorney and expert witness fees. Notwithstanding anything to the contrary in this Section 9.0,the VILLAGE shall not be obligated to or responsible to indemnify,hold harmless,and/or defend the FOREST PRESERVE DISTRICT,or any third party,from or against any injuries,deaths,losses,damages,claims,liens,suits,liabilities, judgments,costs and/or losses to the extent caused by the negligence and/or wrongful conduct of the FOREST PRESERVE DISTRICT or any other party for whom the FOREST PRESERVE DISTRICT is responsible. 9.2 To the extent permitted by law,the VILLAGE shall also defend,save,hold harmless and indemnify the FOREST PRESERVE DISTRICT from any and all claims,liabilities,causes of action,losses and damages that may arise or be claimed by any person or entity for bodily injury,sickness,death or property damage,or for any other claim or suit of any nature whatsoever,arising from or in any manner connected with,directly or indirectly,any defect in the new water main caused by defective materials,workmanship or construction methods. 9.3 The obligation on the part of the VILLAGE to defend,hold harmless and indemnify the FOREST PRESERVE DISTRICT is perpetual. 9.4 The VILLAGE shall require each contractor who performs any work on the Easement Area, to defend,hold harmless and indemnify the FOREST PRESERVE DISTRICT to the same extent as required of the VILLAGE under paragraph 9.0,and the VILLAGE shall include in all of its contracts a statement expressly declaring the FOREST PRESERVE DISTRICT to be a third-party beneficiary of the indemnification provision. 9.5 The VILLAGE shall promptly pay all costs and expenses relating to any and all work within the Easement Area and shall not allow any liens on FOREST PRESERVE DISTRICT property as a result of the work.To the extent permitted by law,the VILLAGE shall defend, indemnify and hold the FOREST PRESERVE DISTRICT harmless from any and all liens, costs and expenses arising from any work performed under this Agreement. 10.0 BREACH OF AGREEMENT 10.1 If a party reasonably believes that a breach of this Agreement has occurred or is occurring, the party shall serve written notice thereof upon the party committing or permitting such breach to occur,specifying in detail the breach and the facts supporting such claim. The party alleged to have committed the breach shall have 30 days within which to cure the -6- violation. If the party in violation is the VILLAGE,and the VILLAGE fails to cure the breach within the 30-day period,the FOREST PRESERVE DISTRICT may pursue monetary damages or specific performance provided that the 30-day cure period shall be extended for a reasonable time if the VILLAGE has undertaken to cure the breach within the 30-day period and continues to diligently and in good faith to complete the corrective action. Given the importance of the water main project to public health and safety and given the nature and scope of the water main project,remedies available to the FOREST PRESERVE DISTRICT do not and shall not include termination of this Agreement or prevention of access to the Easement Area. 10.2 Action by any party to enforce this Agreement shall be without prejudice to the exercise of any other rights provided herein or by law or in equity to remedy a breach of this Agreement, subject to the terms of the preceding Paragraph 10.1. 10.3 A waiver by any parry of any breach of one or more of the terms of this Agreement on the part of one of the other parties shall not constitute a waiver of any subsequent or other breach of the same or other term,nor shall the failure on the part of a party to require exact,full and complete compliance with any of the terms contained herein be construed as changing the terms of this Agreement or estopping a party from enforcing full compliance with the provisions set forth herein. No delay,failure or omission of a party to exercise any right, power,privilege or option arising from a breach shall impair any right,privilege or option,or be construed as a waiver or acquiescence in such breach or as a relinquishment of any right. No option,right,power,remedy or privilege of the parties shall be construed as being exhausted by the exercise thereof in one or more instances.The rights,power,privileges and remedies given the parties under this Agreement and by law shall be cumulative. 11.0 NOTICES 11.1 All notices required to be given under the terms of this Agreement shall be in writing and served by certified or registered mail,return receipt requested,properly addressed with the postage prepaid and deposited in the United States mail.Notices served upon the FOREST PRESERVE DISTRICT shall be directed to the Executive Director,Forest Preserve District of DuPage County,P.O.Box 5000,Wheaton,Illinois 60189-5000.Notices served upon the VILLAGE shall be directed to the Village Manager,Village of Oak Brook,1200 Oak Brook Road,Oak Brook,Illinois 60523. Notices served by mail shall be effective upon receipt as verified by the United States Postal Service. Notwithstanding anything to the contrary,any notice by a parry alleging a breach of this Agreement shall be by certified or registered mail as set forth above. Any party may designate a new location for service of notices by serving notice of the change in accordance with the requirements of this paragraph. 12.0 MISCELLANEOUS TERMS 12.1 All rights,title and privileges herein granted for the Easement Area,including all benefits and burdens,shall run with the land for the term of ninety-nine(99)years and shall be binding upon and inure to the benefit of the parties hereto,their respective successors and assigns. 12.2 The FOREST PRESERVE DISTRICT hereby reserve the right to use,or permit to be used, the Easement Area in any manner that will not prevent or materially interfere with the exercise by the VILLAGE of the rights granted herein. -7- 12.3 If any party initiates any legal proceeding or action, whether at law or in equity, to enforce any provision of this Agreement, the prevailing party(as determined by the court) shall be entitled to recover its reasonable costs and expenses incurred in connection with said proceeding or action, including, but not limited to, reasonable expert witness and attorney fees. 12.4 The VILLAGE shall be responsible for recording this Agreement, at its expense, in the Office of the Recorder of Deeds, DuPage County, and for providing the FOREST PRESERVE DISTRICT with a recorded copy. 12.5 The provisions set forth herein represent the entire agreement between the parties and supersede any previous oral or written agreements,as it is the intent of the parties to provide for a complete integration within the terms of this Agreement. No provision may be modified in any respect unless such modification is in writing,duly approved and signed by all parties. 12.6 This Agreement shall be construed in accordance with the laws of the State of Illinois. 12.7 This Agreement shall be executed in duplicate, and each party shall retain a fully executed original, all of which shall be deemed to be one Agreement. IN WITNESS WHEREOF, the parties have executed this Agreement on the dates stated below. FOREST PRESERVE DISTRICT OF VILLAGE OF OAK BROOK DU PAGE COUNTY BY: BY: Daniel Mebreard, Pre-*(fent Gopal Lalmalani, Village Pr dent ATTEST `1G �al k,� ATTEST: 4 Judith Malahy, Secreta Charlotte Pruss, Clerk " ' ?,2 20 % Date signed: Wwn "L j, d"�"I Date signed:CO -8- EXHIBIT"A" LEGAL DESCRIPTION(25'WATER MAIN EASEMENT) THAT PART OF LOT 1 IN FOREST PRESERVE DISTRICT BUTLER ASSESSMENT PLAT,BEING AN ASSESSMENT PLAT IN THAT PART OF THE SOUTHWEST QUARTER OF SECTION 24,TOWNSHIP 39 NORTH,RANGE 11 EAST OF THE THIRD PRINCIPAL MERIDIAN,ACCORDING TO THE PLAT THEREOF RECORDED AUGUST 23,2002 AS DOCUMENT NO.R2002-218660 IN DUPAGE COUNTY, ILLINOIS,BEING DESCRIBED AS FOLLOWS: COMMENCING AT THE NORTHEASTERLY CORNER OF LOT 11,IN CENTRAL INDUSTRIAL PLAZA, BEING A SUBDIVISION IN THAT PART OF SAID SOUTHWEST QUARTER OF SECTION 24 ACCORDING TO THE PLAT THEREOF RECORDED MAY 1,1965 AS DOCUMENT NO.R1965- 018254;THENCE SOUTHWESTERLY ALONG THE WESTERLY LINE OF SAID LOT 1 IN FOREST PRESERVE DISTRICT BUTLER ASSESSMENT PLAT,HAVING AN ILLINOIS COORDINATE SYSTEM (EAST ZONE)GRID BEARING OF SOUTH 24 DEGREES 53 MINUTES 24 SECONDS WEST A DISTANCE OF 16.61 FEET TO THE POINT OF BEGINNING;THENCE SOUTH 59 DEGREES 59 MINUTES 40 SECONDS EAST,167.75 FEET,THENCE SOUTH 07 DEGREES 21 MINUTES 23 SECONDS EAST,15.66 FEET TO A POINT ON THE EASTERLY LINE OF SAID LOT 1;THENCE SOUTH 24 DEGREES 55 MINUTES 37 SECONDS WEST,46.81 FEET ALONG SAID EASTERLY LINE;THENCE NORTH 07 DEGREES 21 MINUTES 23 SECONDS WEST,42.86 FEET;THENCE NORTH 59 DEGREES 59 MINUTES 40 SECONDS WEST,153.17 FEET TO A POINT ON SAID WESTERLY LINE OF SAID LOT 1;THENCE NORTH 24 DEGREES 53 MINUTES 24 SECONDS EAST,25.10 FEET ALONG SAID WESTERLY LINE TO THE POINT OF BEGINNING.