2003-010 2/3/2003
ORDINANCE NO. 2003 - 10
AN ORDINANCE APPROVING A
RESTATED ANNEXATION AGREEMENT
FOR THE
RIVERWALK NORTH PROPERTY
East of Milwaukee Avenue,north of Riverwalk Drive
VILLAGE OF BUFFALO GROVE, ILLINOIS
WHEREAS,the Village of Buffalo Grove is a Home Rule Unit by virtue of the
Illinois Constitution of 1970;and,
WHEREAS,the Corporate Authorities of the Village of Buffalo Grove passed Ordinance 90-
48 approving an annexation agreement dated July 2, 1990 for the Property legally described in
Exhibit A hereto; and,
WHEREAS, Owner of the Property has submitted a petition to the Corporate Authorities of
the Village of Buffalo Grove requesting modifications to said annexation agreement to allow
development of the Property pursuant to the exhibits set forth in the Restated Annexation Agreement
dated February 3, 2003 and,
WHEREAS, proper and due notice of the public hearing concerning said Restated
Annexation Agreement has been given and the public hearing was held; and,
WHEREAS,it is determined to be in the best interest of the Village of Buffalo Grove to
approve said Restated Annexation Agreement.
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NOW,THEREFORE,BE IT ORDAINED BY THE PRESIDENT AND BOARD OF
TRUSTEES OF THE VILLAGE OF BUFFALO GROVE, COOK AND LAKE COUNTIES,
ILLINOIS:
Section 1. The preceding Whereas clauses are hereby made a part of this Ordinance.
Section 2. The Restated Annexation Agreement dated February 3, 2003, a copy of which
is attached hereto and made a part hereof as Exhibit B,is approved.
Section 3. The President and Clerk of the Village are hereby authorized to execute said
Agreement on behalf of the Village of Buffalo Grove.
Section 4. This Ordinance shall be in full force and effect from and after its passage and
approval. This Ordinance shall not be codified.
AYES: 6—Braiman, Glover,Berman,Johnson,Kahn,Trilling
NAYES: 0—None
ABSENT: 0—None
PASSED: FebKgM 3,2003 APPROVED: EebruM 3,2003
ATTEST: APPROVED:
Vil age Clerk ELLIOTT HARTSTEIN,Village President
This document was prepared by: Robert E. Pfeil,Village Planner,
Village of Buffalo Grove
50 Raupp Boulevard
Buffalo Grove,IL 60089
Mail to:
Village Clerk
Village of Buffalo Grove
50 Raupp Boulevard
Buffalo Grove,IL 60089
EXHIBIT A
Legal Description
RIVERWALK NORTH
East of Milwaukee Avenue, north of Riverwalk Drive
That part of Blocks 1, 4, 5 and 6, together with that part of Mercier Avenue, Loyola Avenue,
Long Beach Drive, St. James Circle and Frontenac Place in Columbian Gardens Unit No. 2,
being a subdivision of part of Section 35, Township 43 North, Range 11 East, of the Third
Principal Meridian, according to the plat thereof recorded July 10, 1926 as Document No.
282352, described as follows: commencing at the southeast corner of said Block 6, thence
northerly along the easterly line of said Block 6, being a curved line convex westerly and having
a radius of 510.70 feet, an arc distance of 121.49 feet to a point of compound curvature in said
easterly line (the chord of said arc bears north 18 degrees, 07 minutes, 02 seconds west, 121.20
feet); thence northerly along the easterly line of said Block 6, being a curved line convex
westerly and having a radius of 2897.90 feet, an are distance of 26.47 feet to a point for a place
of beginning (the chord of said arc bears north 11 degrees. 02 minutes, 27 seconds west, 26.47
feet); thence northwesterly along a curved line convex northeasterly and having a radius of
330.00 feet, an arc distance of 305.39 feet, to a point of tangency (the chord of said arc bears
north 73 degrees, 59 minutes, 28 seconds west, 294.61 feet); thence south 79 degrees, 29
minutes, 51 seconds west along a line tangent to said last described curved line at said last
described point, 85.07 fee; thence northerly along a curved line convex westerly and having a
radius of 305.00 feet, an arc distance of 80.51 feet to a point of reverse curvature with the
easterly line of Block 3 in said Columbian Gardens Unit No. 2 (the chord of said arc bears north
O1 degrees, 50 minutes, 20 seconds west, 80.28 feet); thence northerly along the easterly line of
said Block 3, being a curved line convex easterly and having a radius of 96.26 feet, an arc
distance of 70.96 feet(the chord of said arc bears north 15 degrees,23 minutes, 46 seconds west,
69.37 feet); thence northwesterly along the easterly line of said Block 3, being a curved line
convex southwesterly and having a radius of 1943.10 feet, an arc distance of 542.51 feet, to a
point of reverse curvature in said line (the chord of said arc bears north 26 degrees, 51 minutes,
27 seconds west, 540.75 feet); thence southwesterly along a curved line convex northeasterly and
having a radius of 346.86 feet, an are distance of 102.27 feet to a point of tangency (the chord of
said arc bears north 27 degrees, 18 minutes, 22 seconds west, 101.90 feet); thence north 35
degrees, 45 minutes, 10 seconds west along a line tangent to said last described curved line at
said last described point, 41.86 feet to a point on the easterly line of said Block 2 in said
Columbian Gardens Unit No. 2; thence northwesterly along the easterly line of said Block 2,
being a curved line convex southwesterly and having a radius of 350.20 feet, an are distance of
213.00 feet to the northeast corner of said Block 2 (the chord of said arc bears north 18 degrees,
24 minutes, 23 seconds west, 209.73 feet); thence north 87 degrees, 27 minutes, 27 seconds east
along the north line of said Columbian Gardens Unit No. 2, 909.93 feet to the easterly line of
Long Beach Drive; thence southerly along the easterly line of said Long Beach Drive, being a
curved line convex easterly and having a radius of 849.60 feet, an arc distance of 143.26 feet to a
point of compound curvature in said line (chord of said arc bears south 03 degrees, 58 minutes,
31 seconds east, 143.10 feet); thence southerly along the easterly line of said Long Beach Drive,
2
being a curved line convex easterly and having a radius of 691.71 feet, an arc distance of 87.93
feet to a point of tangency in said line (the chord of said arc bears south 04 degrees, 29 minutes,
50 seconds west, 87.87 feet); thence south 08 degrees, 08 minutes, 21 seconds west along the
easterly line of said Long Beach Drive, 64.68 feet to a point of curvature in said line; thence
southwesterly along the easterly line of said Long Beach Drive, being a curved line convex
southeasterly and having a radius of 2149.60 feet,an arc distance of 358.61 feet to a point of
reverse curvature in said line(the chord of said arc bears south 12 degrees, 55 minutes, 06
seconds west, 358.20 feet); thence southerly along the easterly line of said Long Beach Drive,
being a curved line convex westerly and having a radius of 444.70 feet, an arc distance of 186.28
feet to a point of compound curvature in said line(the chord of said arc bears south 05 degrees,
41 minutes, 51 seconds west 184.92 feet); thence southerly along the easterly line of said Long
Beach Drive, being a curved line convex westerly and having a radius of 2831.90 feet, an arc
distance of 247.13 feet to a point of compound curvature in said line(the chord of said arc bears
south 08 degrees, 48 minutes, 09 seconds east, 247.05 feet); thence southeasterly along the
easterly line of said Long Beach Drive, being a curved line convex southwesterly and having a
radius of 444.70 feet, an arc distance of 94.88 feet (the chord of said arc bears south 17 degrees,
24 minutes, 52 seconds east 94.70 feet); thence south 66 degrees, 28 minutes, 25 seconds west
20.28 feet;thence northwesterly along a curved line convex northeasterly and having a radius of
330.00 feet, an arc distance of 137.96 feet to the point of beginning (the chord of said arc bears
north 35 degrees, 30 minutes, 11 seconds west, 136.96 feet),in Lake County,Illinois.
SUBJECT PROPERTY COMMON DESCRIPTION: The approximately 15-acre tract east
of Milwaukee Avenue and north of Riverwalk Drive.
2/3/2003
RTVERWALK NORTH
North of Riverwalk Drive/east of Milwaukee Avenue
Restated Annexation Agreement
TABLE OF CONTENTS
Page
1. Applicable Law................................................................................................3
2. Enactment of Ordinance approving the Restated Agreement..........................3
3. Enactment of Zoning Ordinance......................................................................3
4. Approval of Plans............................................................................................4
5. Compliance with Applicable Ordinances ........................................................5
6. Amendment of Plan.........................................................................................5
7. Building Permit Fees.......................
8. Water Provision...............................................................................................6
9. Storm and Sanitary Sewer Provisions..............................................................7
10. DrainagemITProvision..............................................
11. Security for Public and Private Site Im rovements.........................................8
12. Exhibits............................................................................................................8
13. Annexation Fee................................................................................................9
14. Building, Landscaping and Aesthetics Plans................................................. 10
15. Declaration of Covenants Conditions and Restrictions................................ 10
16. Park District. _.....
Donations...... ................... ....................................................... 11
17. School District Donations.............................................................................. I I
18. Conditions Concerning Parks and School Donations.................................... 12
19. Facilitation of Development ........ ......... ......... ............................................. 12
20. Enforceability of the Agreement.................................................................... 12
21. Term of Agreement........................................................................................ 13
22. Binding Effect of Agreement......................................................................... 13
23. Corporate Capacities...................................................................................... 13
24. Notices ........................................................................................................... 13
25. Default............................................................................................................ 14
26. Litigation. ...................................................................................................... 15
27. Special Conditions......................................................................................... 16
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LOCATION MAP A4k
Riverwalk — North 200 0 400
IN
100
Part of Proposed Site ( Currently In Buffalo Buffalo Grove
/ Zoned B-3
0 Part of Proposed Site 1 Unincorporated\ H
1\To Be Annexed/I
& Zoned B3
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Prepared by the Division of Planning Services, 3/15,/02
2/3/2003A
RIVERWALK NORTH
North of Riverwalk Drive/east of Milwaukee Avenue
Restated Annexation Agreement
This agreement(hereinafter referred to as the "Agreement") made and entered into this 3rd
day of February,2003, by and between the VILLAGE OF BUFFALO GROVE (hereinafter referred
to as "Village") by and through the President and Board of Trustees of the Village hereinafter
collectively referred to as the "Corporate Authorities") and LaSalle Bank National Association
formerly known as LaSalle National Bank successor trustee to LaSalle National Trust, N.A., as
Trustee under Trust Agreement dated November 7, 1995 and known as Trust No. 119880 and not
personally (hereinafter referred to as "Owner") and Hamilton Partners Office Division #1, Inc.
(hereinafter referred to as "Developer").
WITNESSETH:
WHEREAS,the Village of Buffalo Grove is a Home Rule Unit by virtue of the provisions
of the Constitution of the State of Illinois of 1970; and,
WHEREAS, Owner is the owner of a certain tract of property(hereinafter referred to as the
"Property") comprising approximately 15 acres legally described and identified in the Legal
Description, attached hereto as EXHIBIT A and made a part hereof; and,
WHEREAS, the Property was annexed to the Village by Ordinance 90-49 and an
Annexation Agreement dated July 2, 1990 was approved for the Property by Ordinance 90-48; and,
WHEREAS, Owner and Developer have petitioned the Village to restate said Annexation
Agreement and Planned Unit Development (P.U.D.) in its entirety to allow development pursuant
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to the exhibits attached hereto and to rezone the property from the B-3 Planned Business Center
District to the Mixed Use Planned Development District; and,
WHEREAS,Owner and Developer propose to develop the Property pursuant to the Site Plan
dated January 10, 2003 (corrected February 11, 2003) attached hereto as EXHIBIT D and the
Preliminary Engineering Plan dated January 13,2003 (corrected March 7, 2003) attached hereto as
EXHIBIT G and subject to all other exhibits attached hereto or incorporated by reference herein.
Said development shall consist of an eight-story office building of not more than 158,00 square feet,
a four-story parking structure, a six-story hotel with not more than 160 suites and a six-story
residential building with not more than 90 dwelling units. It is understood and agreed that the Site
Plan (EXHIBIT D) includes planning for a restaurant of approximately 8,600 square feet at 931
Milwaukee Avenue on property subject to a separate annexation agreement approved by Ordinance
2003 - 11.It is further understood and agreed that planning for the Property includes an alternate site
plan for a second residential building of six stories and 90 dwelling units instead of the eight-story
office building and parking structure.
WHEREAS, pursuant to the provisions of Section 5/11-15.1-1 et seq., of the Illinois
Municipal Code (65 ILCS 5/11-15.1-1 et seq.) and as the same may have been modified by the
Village's Home Rule Powers, a Restated Annexation Agreement was submitted to the Corporate
Authorities and a public hearing was held thereon pursuant to notice as provided by Statute; and,
WHEREAS,pursuant to due notice and advertisement,the Plan Commission of the Village
has held a public hearing and made its recommendations with respect to the amendment of the
Preliminary Plan and Planned Unit Development, including variations of the Village Development
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Ordinance and Zoning Ordinance, and amendment of the Village Zoning Ordinance to create a
"Mixed Use Planned Development' District and to rezone the Property to said District, and;
WHEREAS,the President and Board of Trustees after due and careful consideration
have concluded that the foregoing amendments and restatement of the Annexation Agreement and
the zoning and development of the Property on the terms and conditions herein set forth would
further enable the Village to control the development of the area and would serve the best interests
of the Village.
NOW, THEREFORE, in consideration of the premises, mutual covenants and agreements
herein set forth,the parties hereto agree as follows:
1. v Applicable Law. This Agreement is made pursuant to and in accordance with the
provisions of Section 5/11-15.1-1 et seq., of the Illinois Municipal Code (65 ILCS 5/11-15.1-1 et
seq.) and as the same may have been modified by the Village's Home Rule powers. The preceding
whereas clauses are hereby made a part of this Agreement.
2. Enactment of Ordinance approving the Restated Annexation Agreement. The
Corporate Authorities within twenty-one(21)days of the execution of this Agreement by the Village
will enact a valid and binding ordinance (hereinafter referred to as the "Ordinance Approving the
Restated Annexation Agreement") approving this Agreement for the Property. Said Ordinance shall
be recorded at the Lake County Recorder's Office.
3. Enactment of ZoningOrdinance. Within twenty-one (21)days after the passage of
the Restated Annexation Agreement Ordinance,the Corporate Authorities shall adopt a proper,valid
and binding ordinance, zoning the Property in the Mixed Use Planned Development District,
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including approval of variations of the Village Zoning Ordinance and Development Ordinance as
set forth herein, subject to the restrictions further contained herein and all applicable ordinances of
the Village of Buffalo Grove as amended from time to time. Said zoning shall be further conditioned
on the development of the Property in accordance with the Site Plan and Preliminary Engineering
Plan(EXHIBITS D and G)and other exhibits attached hereto or incorporated by reference herein.
4. Approval of Plans. The Corporate Authorities hereby approve the Site Plan and
Preliminary Engineering Plan(EXHIBITS D and G)pursuant to the provisions of the Development
Ordinance. It is understood and agreed that site plans (Preliminary Plans pursuant to the Village
Development Ordinance)for individual buildings shall be submitted to the Village for review and
approval with building plans and materials, including exterior building elevations, prior to
application for a building permit. The Corporate Authorities agree to approve a Development Plan
(including plats of subdivision)based on final versions of the plans and drawings of the development
of the Property as submitted by the Owner or Developer provided that the Development Plan shall:
(a) conform to the approved Preliminary Plan (Site Plan)and Preliminary Engineering
Plan; and
(b) conform to the terms of this Agreement and all applicable Village Ordinances as
amended from time to time; and
(c) conform to the approved Development Improvement Agreement as amended from
time to time.
Phasing of the development of the Property shall be in accordance with applicable Village
ordinances.
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5. Compliance with Applicable Ordinances. The Owner and Developer agree to comply
with all ordinances of the Village of Buffalo Grove as amended from time to time in the
development of the Property,provided that all new ordinances, amendments,rules and regulations
relating to zoning, building and subdivision of land adopted after the date of this Agreement shall
not be arbitrarily or discriminatorily applied to the Property but shall be equally applicable to all
property similarly zoned and situated to the extent possible. Owner and Developer, in the
development of the Property, shall comply with the standards set forth in the Village of Buffalo
Grove Development Ordinance as amended from time to time. Notwithstanding the foregoing, the
Village shall not apply new ordinances or regulations to the Property to the extent that the ordinances
or regulations would prevent development of the Preliminary Plan approved herein.
6. Amendment of Plan. If the Owner and Developer desire to make changes to the
Site Plan or the final Preliminary Plan(s) the parties agree that such changes will require, if the
Village so determines, the submission of amended plats or plans, together with proper supporting
documentation,to the Plan Commission and/or the Corporate Authorities to consider such changes
to the Preliminary Plan. The Corporate Authorities may, in their sole discretion,require additional
public hearings and may review the commitments of record contained in this Agreement, including,
but not limited to fees,prior to final consideration of any change to the Preliminary Plan.
The Village Manager is hereby authorized to approve such minor changes as he deems
appropriate,provided that no such change: (a) involves a reduction of the area set aside for common
open space; nor (b) increases by more than two percent (2%) the total floor area proposed for
nonresidential use; nor(c) increases by more than two percent(2%)the total ground area covered
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by buildings. The Corporate Authorities may approve as a minor change(a)an increase of not more
than five percent(5%) of the total floor area proposed for nonresidential use; or(b) an increase of
not more than five percent(5%) of the total ground area covered by buildings.
7. BuildingPermit Fees. The building permit fees may be increased from time to time
so long as said permit fees are applied consistently to all other developments in the Village to the
extent possible. In the event a conflict arises between the Owner or Developer and the Village on
any engineering and technical matters subject to this Agreement, the Village reserves the right to
pass along any and all additional expenses incurred by the use of consultants in the review and
inspection of the development from time to time. Owner or Developer shall pay any non-
discriminatory new or additional fees hereinafter charged by the Village to owners and developers
of properties within the Village.
8. Water Provision. The Owner and Developer shall be permitted and agree to tap on
to the Village water system at points recommended by the Village Engineer which points to the
extent shown on EXHIBIT G are hereby approved by the Village. It is understood, however,that
changes to the Preliminary Engineering Plan may be required at the time of Final Engineering. The
Owner and Developer further agree to pay to the Village such fees in accordance with the applicable
Village Ordinances at the time of the issuance of the water and sewer permits. The Owner and
Developer agree to accept any increase in water rates and tap on fees provided such rates and fees
apply consistently to all other similar users in the Village to the extent possible. Following such tap
on,the Village agrees to provide to the best of its ability and in a non-discriminatory manner water
service to all users on the Property in accordance with the Preliminary Plan. Watermains serving
the Property and those approved as part of the development shall be installed by the Owner and
Developer and, except for service connections to the buildings shall, upon installation and
acceptance by the Village through formal acceptance action by the Corporate Authorities, be
dedicated to the Village and become a part of the Village water system maintained by the Village.
9. Storm and Sanitary Sewer Provisions.
A. The Corporate Authorities agree to cooperate with the Owner and Developer
and to use their best efforts to aid Owner and Developer in obtaining such permits from
governmental agencies having jurisdiction as may be necessary to authorize connection from the
proposed development to the Lake County Department of Public Works system for the collection
of sewage and to the Illinois Department of Transportation and Lake County Division of
Transportation as may be appropriate. The Owner and Developer shall construct on-site and off-site
sanitary sewers as may be necessary to service the Property, in accordance with EXHIBIT G. It is
understood,however,that changes to the Preliminary Engineering Plan may be required at the time
of Final Engineering. Upon installation and acceptance by the Village through formal acceptance
action by the Corporate Authorities, the Corporate Authorities agree to operate and maintain such
systems, except for sanitary sewer service connections. The Owner and Developer agree to accept
any increase in sewer rates and tap on fees,provided that such fees and rates are applied consistently
to all similar users in the Village to the extent possible.
B. The Owner and Developer shall also construct any storm sewers which may
be necessary to service the Property,in accordance with EXIHBIT G. It is understood, however,that
changes to the Preliminary Engineering Plan may be required at the time of Final Engineering. Upon
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installation and acceptance by the Village through formal acceptance action by the Corporate
Authorities,the Corporate Authorities agree to operate and maintain that portion of the storm sewer
system which serves multiple properties. The Owner and Developer agree to operate and maintain
that portion of the storm sewer system located on the subject Property and not dedicated.
10. Drain a'e Previsions. The Owner and Developer shall fully comply with any request
of the Village Engineer related to the placement of buildings on lots,to preserve drainage standards.
The Owner and Developer shall install any storm sewers and/or inlets that are required to eliminate
standing water or conditions of excess sogginess that may, in the opinion of the Village Engineer,
be detrimental to the growth and maintenance of lawn grasses.
11. Securityfor Public_and Private Site jMprovements. Security for public and private
site improvements shall be provided in accordance with the Development Ordinance, and the
Development Improvement Agreement(EXHIBIT B) as amended from time to time. Any letter of
credit or bond issued for such improvements shall be issued by a financial institution of net worth
reasonably satisfactory to the Village Attorney. The issuer may have an equitable or lending interest
in the Property provided that the letter of credit or bond, either by its own terms or by separate
written assurances of the issuer,shall be honored irrespective of that interest. The Village shall have
the right to draw or require payment of up to the full amount of the letter of credit or bond in order
to complete,and have formal acceptance of,all improvements secured by the letter of credit or.bond.
12. Exhibits. The following EXHIBITS, some of which were presented in testimony
given by the Owner and Developer or the witnesses during the hearings held before the Plan
Commission and the Corporate Authorities prior to the execution of this amended Agreement, are
9
hereby incorporated by reference herein, made a part hereof and designated as shown below.
EXHIBIT A Legal Description
EXHIBIT B Development Improvement Agreement
EXHIBIT C Overall Site Plan dated January 10, 2003 by The Jenkins Group
EXHIBIT D Site Plan dated January 10,2003 (corrected February 11,2003) by the
Jenkins Group
EXHIIBT E Alternative Site Plan—Multi-Family Option dated January 10, 2003
by the Jenkins Group
EXHIBIT F Site Plan—Pedestrian Paths dated January 10,2003 by the Jenkins
Group
EXHIBIT G Preliminary Engineering Plan dated January 13, 2003 (corrected
March 7, 2003) by Cowhey Gudmundson Leder, Ltd.
EXJ 1BIT H Conceptual Landscape Plan (Plan sheet and color sheet(I 1 x 17 inch)
dated as last revised January 10, 2003 by The Brickman Group, Ltd.
EXHIBIT I Perspective sketch of"Central Pathway"dated as last revised January
10, 2003 by the Brickman Group, Ltd.
EXHIBIT J Overall Site Section of buildings dated January 10, 2003 by the
Jenkins Group
EXHIBIT K Site Traffic Lnpact Analysis(three reports dated July 7, 2002, October
8, 2002 and November 19, 2002) by Kenig, Lindgren, O'Hara and
Aboona, Inc.
EXHIIBIT L An Analysis of the Market Potential for Rental Apartment
Development—Riverwalk North,Buffalo Grove,IL dated November
21, 2002 by Tracy Cross and Associates, Inc.
13. Annexation Fee. Owner and Developer agree to pay an annexation fee of$700.00
per residential dwelling unit,which fee shall be payable pro rata at issuance of building permits.
This fee, however, shall be paid in full prior to the expiration of this Agreement.
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14. Building,Landsc4pinQ and Aesthetics Plans. Owner and Developer shall submit
Preliminary Plans,building plans, including materials and exterior elevations, and final landscaping
plans for approval by the Village prior to application for building permits, including the parking
structure. Lighting and signage shall be compatible with surrounding areas as approved by the
Village. It is understood and agreed that the overall Riverwalk development, including the existing
Riverwalk Unit 1 and Unit 2 buildings, is intended to be a high-quality unified planned development.
The development of the Property shall meet or exceed the standards and quality, including aesthetic
appearance,achieved in Riverwalk Units 1 and 2. Phases not under construction or completed shall
be maintained in a neat and orderly condition as determined by the Village Manager. Undeveloped
areas of the Property shall be graded and planted with grass within two years of issuance of the first
certificate of occupancy for the residential building.
15. Declaration of Covenants,Conditionsµ and Restrictions. The Property shall be subject
to a declaration of covenants,conditions and restrictions ("Declaration")which shall include but not
by way of limitation a provision whereby the Village shall have the right,but not the obligation,to
enforce covenants or obligations of the Owner, Developer or association and/or owners of the units
of the Property as defined and provided with the Declaration, and further shall have the right,upon
thirty(30) days prior written notice specifying the nature of a default,to enter upon the Property and
cure such default,or cause the same to be cured at the cost and expense of the Owner,Developer or
association of the Property. The Village shall also have the right to charge or place a lien upon the
Property for repayment of such costs and expenses, including reasonable attorneys' fees in enforcing
such obligations, subordinate in any event to any prior lien thereon.
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The Declaration shall include, but not by way of limitation,covenants and obligations to own
and maintain the stormwater facility and drainage system depicted on EXHIBIT G. The Declaration
shall also include the obligation that the association shall provide snow removal for private
driveways and public sidewalks and shall store excess snow in appropriate off-street locations, and
shall not in any way impede the Village's snow removal operations on public streets.
The Declaration shall include the obligation that the association shall maintain(including but
not by way limitation,repair and replacement)all sidewalks and bikepaths on the Property,whether
public or private.
The Declaration shall also provide that the Property shall be used and developed in
accordance with Village ordinances,codes and regulations applicable thereto, including ordinance(s)
enacted pursuant to this Agreement. The Declaration shall be submitted to the Village for review and
approval,and shall further provide that the provisions relative to the foregoing requirements may not
be amended without the prior approval of the Village.
16. Park District Donations. Owner and Developer agree to comply with the provisions
of Title 19 of the Buffalo Grove Municipal Code as amended from time to time regarding park
donations. Owner and Developer agree to make cash contributions to the Village for conveyance
to the Wheeling Park District to fulfill the obligation of the Property concerning park donations.
17. School µDistrict Donations. Owner and Developer agree to comply with the
provisions of Title 19 of the Buffalo Grove Municipal Code as amended from time to time regarding
school donations. Owner and Developer agree to make cash contributions to the Village for
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conveyance to School Districts 102 and 125 according to the criteria of said Title.
18. Conditions Concerning,Parks and School Donations. It is understood and agreed that
rooms in the residential units labeled as dens, lofts, studies or libraries on the floor plans will be
counted as bedrooms for the purposes of calculating park and school donations,if, in the judgement
of the Village, said rooms can be used as bedrooms. It is understood and agreed that the per acre land
value used to compute said cash contributions may be increased from time to time, and cash
contributions made at the time of building permit issuance shall be based on the land value in effect
at the time of permit issuance.
19. Facilitation of Development. Time is of the essence of this Agreement,and all
parties will make every reasonable effort to expedite the subject matters hereof. It is further
understood and agreed that the successful consummation of this Agreement and the development of
the Property is in the best interests of all the parties and requires their continued cooperation. The
Owner and Developer do hereby evidence their intention to fully comply with all Village
requirements, their willingness to discuss any matters of mutual interest that may arise, and their
willingness to assist the Village to the fullest extent possible. The Village does hereby evidence its
intent to cooperate in the resolution of mutual problems and its willingness to facilitate the
development of the Property, as contemplated by the provisions of this Agreement.
20. Enforceability of the Agreement. This Agreement shall be enforceable in any court
of competent jurisdiction by any of the parties or by an appropriate action at law or in equity to
secure the performance of the covenants herein described. If any provision of this Agreement is held
invalid, such provision shall be deemed to be excised herefrom and the invalidity thereof shall not
13
affect any of the other provisions contained herein.
21. Term of Agreement. This Agreement is binding on all parties and the Property for
a term of twenty(20)years from the date of this Agreement. This Agreement shall not be assigned
without prior written consent of the Village.
22. Binding Effect of Agreement. This Agreement is binding upon the Property, the
parties hereto and their respective grantees, successors and assigns.
23. Corporate Capacities. The parties acknowledge and agree that the individuals that
are members of the group constituting the Corporate Authorities are entering into this Agreement
in their official capacities as members of such group and shall have no personal liability in their
individual capacities.
Neither Owner nor Developer shall have any personal liability for any matter
hereunder,the recourse of the Village being limited to their respective interests in the Property and
exercise of remedies herein.
24. Notices. Any notice required pursuant to the provisions of this Agreement shall be
in writing and be sent by certified mail to the following addresses until notice of change of address
is given and shall be deemed received on the fifth business day following deposit in the U.S. Mail.
If to Owner: William Johnson
C.J. Property Associates
7 Chevy Chase Drive
Wheeling, IL 60090
Copy to: Paul Homer, Esq.
Piper Rudnick
203 N. LaSalle Street, Suite 1800
Chicago, IL 60601-1293
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If to Developer: Timothy Beechick
Hamilton Partners
1130 Lake Cook Road
Buffalo Grove, fL 60089
Copy to: J. Kelly Bufton, Esq.
D'Ancona and Pflaum
111 E. Wacker Drive, Suite 2800
Chicago, IL 60601
If to Village. Village Clerk
Village of Buffalo Grove
50 Raupp Boulevard
Buffalo Grove, IL 60089
Copy to: William G. Raysa, Esq.
Raysa&Zimmerman,P.C.
22 S. Washington Ave
Park Ridge, IL 60068
25. Default.
A. In the event Owner or Developer default in performance of their obligations
set forth in this Agreement, then the Village may, upon notice to Owner or Developer, allow Owner or
Developer sixty (60) days to cure default or provide evidence to the Village that such default will be
cured in a timely manner if it cannot be cured during said period. If Owner or Developer fail
to cure such default or provide such evidence as provided above, then,with notice to Owner or
Developer,the Village may begin proceedings to disconnect from the Village any portion of the Property
upon which obligations or development have not been completed or at the option of the Village,to rezone
such Property to the Residential Estate District. In such event,this Agreement shall be considered to be
the petition of the Owner or Developer to disconnect such portion of the Property, or at the option of the
Village,to rezone such Property to the Residential Estate District.
15
B. In addition to sub-paragraph A. hereof, it is recognized by the parties hereto
that there are obligations and commitments set forth herein which are to be performed and provided by
the Developer not by the Owner. The Village agrees that the Owner as such is exculpated from
any personal liability or obligation to perform the commitments and obligations set forth herein and that
the Village will look solely to the Developer for such performance, except that to the extent that
the Owner or successor thereto shall become a developer or shall designate or contract with a
developer other than Hamilton Partners, Inc.In that case,the Owner or the new designee shall be subject
to the liabilities, commitments and obligations of this Agreement. In the event the Developer defaults
in its obligations created under this Agreement, the Village may enforce such obligations against the
Property. -
26. Litigation.
A. The Owner and Developer, at their cost, shall be responsible for any litigation
which may arise relating to the annexation, zoning and development of the Property. Owner and
Developer shall cooperate with the Village in said litigation but Owner/Developer's counsel will have
principal responsibility for such litigation.
B. The Owner and Developer shall reimburse the Village for reasonable attorneys'
fees, expenses and costs incurred by the Village resulting from litigation relating to the annexation,
zoning and development of the Property or in the
enforcement of any of the terms of this Annexation Agreement upon a default by the Owner or
Developer.
16
C. Owner and Developer hereby indemnify and hold the Village harmless from any
actions or causes of action which may arise as a result of development activities for which the Owner or
Developer is responsible.
27. Special Conditions.
A. The following variations to the Village Zoning Ordinance are hereby granted:
Section 17.36.030.F.1. -To allow parking stall dimensions in parking structures
and within buildings to be 8.5 feet in width by 18 feet in length
with 24-foot wide aisles,instead of stall dimensions of 9 feet in width by 18.5 feet
in length with 26-foot wide aisles;
Section 17.50.D. -To allow a setback of 25 feet from the Riverwalk Drive right-
of-way and the proposed north-south right-of-way("North Rivewalk Drive")with
not less than 15 feet of the setback to be landscaped, for the buildings and
structures depicted on EXHIBITS D and J and the other exhibits attached hereto,
and to allow a zoning lot area of 2.77 acres instead of 3 acres for the proposed
hotel parcel;
B. The following variations to the Village Development Ordinance are hereby
granted:
Section w1.6.20_.060.A.2 - To allow a conceptual grading plan at the time of
Preliminary Plan approval with detailed grading plans to be provided at the time
of individual building permit applications;
.
Sections 16.30.030.F. and 16.50.080.A.1. -To allow a sidewalk on only one side
,m
of the street,one-foot from the property line;
Section 16.50.040 C_3IT. -To allow a natural"wetland type" stormwater detention
17
facility with no cross slope or underdrains and to allow vertical walls along a
portion of the facility;
Section„16.50.070.D.2.-To allow a back-to-back street pavement width of 40 feet
and a right-of-way width of 66 feet;
Section 16.50.100.D.2. -To allow a customized light pole meeting Village
performance standards;
Section 16.50.120.I.Le. -To allow parkway trees to be clustered instead of being
spaced at 40-foot intervals.
C. Owner and Developer shall enter into a maintenance agreement with the
Village concerning streetlights on the Property. Said agreement shall require the
Developer to construct, own and maintain the streetlights on the Property at its
own expense,but not including utility costs for lights on public right-of-way. The
Village shall have the right, but not the obligation, to perform the above
obligations upon failure of the Owner or Developer.
D. No development shall be permitted on the Property until Owner and Developer
have obtained a Letter of Map Revision (LOMR) from FEMA pertaining to the
floodplain areas on the Property.
E. It is understood and agreed that development of the residential building depicted
on EXHIBIT D shall include access for emergency vehicles as approved by the
Village.
F. Owner and Developer shall pay for up to fifty(50)percent of the cost of a traffic
signal at the intersection of Milwaukee Avenue and Johnson Drive
when"North Riverwalk Drive" is extended to said intersection. The Village will
18
cooperate with Owner and Developer in reducing said fifty percent share if
portions of the cost can be allocated to other properties benefited by said traffic
signal. In the event that the development is ready for final acceptance pursuant to
the provisions of the Village Development Ordinance prior to construction of said
traffic signal, said obligation may be satisfied by a letter of credit. The Village
shall provide written notice to the Owner and Developer before taking any action
concerning the letter of credit.
It is understood and agreed that pedestrian crossing buttons and crosswalks
shall be included for all legs of the intersection in the design and construction of
said traffic signal improvement.
G. Owner and Developer shall submit a plat of vacation subject to Village approval
concerning street right-of-way on the Property needed to implement the proposed
development plan.
H. As an incentive to planned development for the Property and the proposed
restaurant,the Village agrees to vacate unimproved subdivision street right-of-way
included within the limits of said development. Said vacation of right-of-ways is
intended to accelerate the schedule for project completion. In the event that any
of the three buildings proposed for the Riverwalk North development is
constructed and available for occupancy within 60 months after the approval of
this Agreement,then the intent and purpose of the incentive is satisfied. If said
19
level of development does not occur within said 60-month period, then the
incentive is withdrawn and the Owner is required to convey to the Village at no
cost,the land area equal to the vacated right-of-way or compensate the Village at
market value as determined by an MAI appraisal obtained by the Village. The
Village reserves the right to select which means of compensation it desires.
I. Developer shall complete the off-site bikepath connecting the Riverwalk North
property to the Lake County Forest Preserve Des Plaines River Trail. Said
connection shall be completed prior to issuance of the first certificate of
occupancy for any building on the Property.
J. An easement shall be provided over the entire bikepath system on the Property
allowing public access.A covenant shall be provided requiring maintenance of the
bikepath system on the Property by the Developer (or Owner if acting as the
Developer). Both the easement and the covenant shall be subject to Village
approval.
K. Developer shall pay a fire-protection impact fee of$0.75 per gross square foot of
building area constructed on the Property. Said fee is applicable to the office and
hotel buildings and any other non-residential buildings that are approved for the
Property. Said fee shall be paid at the time of issuance of building permits.
L. In the event that a building permit for the proposed office building and parking
structure has not been issued with in five(5)years of the date of this Agreement,
the Village will determine,in its sole discretion, the appropriate use of the site. If
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20
the Village determines that additional residential development is the appropriate
use of the site, then the Owner and Developer, at the Village's direction, shall
petition the Village for approval of the Alternative Site Plan — Multi-family
Option(EXHIBIT E), including any necessary variations of Village ordinances.
It is understood and agreed that the Village will consider the number of dwelling
units necessary for a feasible residential development,but the Village is under no
obligation to allow more than the 90 units as represented on EXHIBIT E.
M. Owner and Developer shall use reasonable commercial efforts to effect
arrangements with the owner of the Cy's Crab House restaurant, 933 Milwaukee
Avenue, concerning the mutual sharing of parking and shared access to "North
Riverwalk Drive," but need not include any arrangement deemed in their
reasonable judgment to cause material adverse impacts on the Property or its
occupants.
N. Owner and Developer represent and warrant that there are no mortgages, liens or
other security interest affecting title to the Property or any part thereof.
O. Owner and Developer acknowledge that development of a high-quality, full-
service restaurant at the property currently known as 931 Milwaukee Avenue is
in their best interest and the best interest of the Village. Developer shall take all
necessary actions to ensure development of 931 Milwaukee Avenue for said
restaurant.
,r11 •�J 'J_ 11'tiVr1I 1 ryHI'IlL I VI-I rr11S 111LICJ D�.] I" .C 1/={VI
21
28. This Restated Annexations Agreement supercedes that annexation agreement dated July
2, 1990 approved by Village Ordinance 90-48.
IN WITNESS WHEREOF, the Corporate Authorities, Owner and Developer have caused this
instrument to be executed by their respective proper officials duly authorized to execute the same on the
day and the year first above written.
VILLAGE OF BUFFALO
GROVE
By
ELLIOTT HARTST$IN,Village president
ATTEST:
vie; AGE CZ.ER7C LaSalle Bank National Association
6VALGE CLIERK
formerly known as LaSalle National Bank
OWNER: successor trustee to
LaSalle National Trust, N.A_, as Trustee under Trust
Agreement dated November 7, 1995 and Known as Trust
No. 119 80 d t e onally
B
Trust
ATTEST: Officer
By 0",0 4C,
Asst S lyretary
DEVELOPER:
Hamilton Partners,,Office Division#1,In .
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wlz•NESS: — ��
By
'Phis document prepared by: Robert E. Pfeil,Village Planner
Village of Buffalo Grove, IL GE :y
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Mail to:
Village Clerk
Village of Buffalo Grove
50 Raupp Boulevard
Buffalo Grove, IL 60089
EXHIBIT A
Legal Description
RIVERWALK NORTH
East of Milwaukee Avenue, north of Riverwalk Drive
That part of Blocks 1, 4, 5 and 6, together with that part of Mercier Avenue, Loyola Avenue,
Long Beach Drive, St. James Circle and Frontenac Place in Columbian Gardens Unit No. 2,
being a subdivision of part of Section 35, Township 43 North, Range 11 East, of the Third
Principal Meridian, according to the plat thereof recorded July 10, 1926 as Document No.
282352, described as follows: commencing at the southeast corner of said Block 6, thence
northerly along the easterly line of said Block 6, being a curved line convex westerly and having
a radius of 510.70 feet, an arc distance of 121.49 feet to a point of compound curvature in said
easterly line (the chord of said are bears north 18 degrees, 07 minutes, 02 seconds west, 121.20
feet); thence northerly along the easterly line of said Block 6, being a curved line convex
westerly and having a radius of 2897.90 feet, an are distance of 26.47 feet to a point for a place
of beginning (the chord of said arc bears north 11 degrees, 02 minutes, 27 seconds west, 26.47
feet); thence northwesterly along a curved line convex northeasterly and having a radius of
330.00 feet, an arc distance of 305.39 feet, to a point of tangency (the chord of said arc bears
north 73 degrees, 59 minutes, 28 seconds west, 294.61 feet); thence south 79 degrees, 29
minutes, 51 seconds west along a line tangent to said last described curved line at said last
described point, 85.07 feet; thence northerly along a curved line convex westerly and having a
radius of 305.00 feet, an arc distance of 80.51 feet to a point of reverse curvature with the
easterly line of Block 3 in said Columbian Gardens Unit No. 2 (the chord of said are bears north
O1 degrees, 50 minutes, 20 seconds west, 80.28 feet); thence northerly along the easterly line of
said Block 3, being a curved line convex easterly and having a radius of 96.26 feet, an are
distance of 70.96 feet (the chord of said arc bears north 15 degrees, 23 minutes, 46 seconds west,
69.37 feet); thence northwesterly along the easterly line of said Block 3, being a curved line
convex southwesterly and having a radius of 1943.10 feet, an arc distance of 542.51 feet, to a
point of reverse curvature in said line (the chord of said arc bears north 26 degrees, 51 minutes,
27 seconds west, 540.75 feet);thence northwesterly along a curved line convex northeasterly and
having a radius of 346.86 feet, an arc distance of 102.27 feet to a point of tangency (the chord of
said arc bears north 27 degrees, 18 minutes, 22 seconds west, 101.90 feet); thence north 35
degrees, 45 minutes, 10 seconds west along a line tangent to said last described curved line at
said last described point, 41.86 feet to a point on the easterly line of said Block 2 in said
Columbian Gardens Unit No. 2; thence northwesterly along the easterly line of said Block 2,
being a curved line convex southwesterly and having a radius of 350.20 feet, an arc distance of
213.00 feet to the northeast corner of said Block 2 (the chord of said arc bears north 18 degrees,
24 minutes, 23 seconds west, 209.73 feet); thence north 87 degrees, 27 minutes, 27 seconds east
along the north line of said Columbian Gardens Unit No. 2, 909.93 feet to the easterly line of
Long Beach Drive; thence southerly along the easterly line of said Long Beach Drive, being a
curved line convex easterly and having a radius of 849.60 feet, an arc distance of 143.26 feet to a
point of compound curvature in said line (chord of said arc bears south 03 degrees, 58 minutes,
31 seconds east, 143.10 feet); thence southerly along the easterly line of said Long Beach Drive,
2
being a curved line convex easterly and having a radius of 691.71 feet, an arc distance of 87.93
feet to a point of tangency in said line (the chord of said are bears south 04 degrees, 29 minutes,
50 seconds west, 87.87 feet); thence south 08 degrees, 08 minutes, 21 seconds west along the
easterly line of said Long Beach Drive, 64.68 feet to a point of curvature in said line; thence
southwesterly along the easterly line of said Long Beach Drive, being a curved line convex
southeasterly and having a radius of 2149.60 feet, an arc distance of 358.61 feet to a point of
reverse curvature in said line (the chord of said arc bears south 12 degrees, 55 minutes, 06
seconds west, 358.20 feet); thence southerly along the easterly line of said Long Beach Drive,
being a curved line convex westerly and having a radius of 444.70 feet, an arc distance of 186.28
feet to a point of compound curvature in said line (the chord of said are bears south 05 degrees,
41 minutes, 51 seconds west 184.92 feet); thence southerly along the easterly line of said Long
Beach Drive, being a curved line convex westerly and having a radius of 2831.90 feet, an arc
distance of 247.13 feet to a point of compound curvature in said line(the chord of said arc bears
south 08 degrees, 48 minutes, 09 seconds east, 247.05 feet); thence southeasterly along the
easterly line of said Long Beach Drive, being a curved line convex southwesterly and having a
radius of 444.70 feet, an arc distance of 94.88 feet (the chord of said arc bears south 17 degrees,
24 minutes, 52 seconds east 94.70 feet); thence south 66 degrees, 28 minutes, 25 seconds west
20.28 feet; thence northwesterly along a curved line convex northeasterly and having a radius of
330.00 feet, an arc distance of 137.96 feet to the point of beginning (the chord of said arc bears
north 35 degrees, 30 minutes, 11 seconds west, 136.96 feet),in Lake County, Illinois.
SUBJECT PROPERTY COMMON DESCRIPTION: The approximately 15-acre tract east
of Milwaukee Avenue and north of Riverwalk Drive.
PINS:
15-35-402-001
15-35-402-003
15-35-402-013
15-35-402-014
15-35-402-015
15-35-402-016
15-35-402-017
15-35-402-018
15-35-402-019
15-25-402-020
15-35-402-052
15-35-402-056
15-35-402-057
15-35-402-115
STATE OF ILLINOIS )
) ss.
COUNTY OF COOK )
CERTIFICATE
I,Janet M. Sirabian, certify that I am the duly elected
and acting Village Clerk of the Village of Buffalo
Grove,Cook and Lake Counties,Illinois.
I further certify that on February 3, 2003 the
Corporate Authorities of the Village passed and
approved Ordinance No. 2003-10, entitled AN
ORDINANCE APPROVING A RESTATED ANNEXATION
AGREEMENT FOR THE RIVERWALK NORTH PROPERTY,
MILWAUKEE AVENUE NORTH OF RIVERWALK DRIVE -
which provided by its terms that it should be
published in pamphlet form.
The pamphlet form of Ordinance No. 2003 j0
including the Ordinance and a sheet thereof, was
prepared, and a copy of such Ordinance was posted
in and at the Village Hall, February 4, 2003 and
continuing for at least ten days thereafter. Copies of
such Ordinance were also available for public
inspection upon request in the Office of Village
Clerk.
Dated at Buffalo Grove, Illinois, this 4th day of
February,2003.
Z ZLCam/
V'94ge Clerk
B