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2007-064 r 0 11111�111<I11111�1111111111111111111��I�INI11111111�1111111111111111111� Image# 043086130025 Type. 0 RD 1U/9/2007 Recorded: 00/03/2008 at 09:58:33 AM Receipt#: 2008-00016967 Total Amt: $50.00 Pape 1 of 25 IL Rental Housing Fund: $0.00 Lake county IL Recorder Mary Ellen Vanderventer Recorder File6327311 ORDINANCE NO. 2007—64 AN ORDINANCE APPROVING AN ANNEXATION AGREEMENT FOR BGMF, LLC (SPORTS LINE DISTRIBUTORS, INC.) 15801 W. Aptakisic Road (future address to be 1600 Leider Lane) WHEREAS, the Village of Buffalo Grove is a Home Rule Unit by virtue of the Illinois Constitution of 1970; and, WHEREAS,there has been submitted to the Corporate Authorities of the Village of Buffalo Grove a petition to annex the property legally described in Exhibit A hereto; and, WHEREAS,there has been submitted to the Corporate Authorities of the Village of Buffalo Grove an annexation agreement; and, WHEREAS, proper and due notice of the public hearing concerning said annexation agreement and zoning have 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 annexation agreement. 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 annexation agreement, a copy of which is attached hereto and made a part hereof as Exhibit A, is approved. The foregoing Whereas clauses are incorporated herein. Section 2. The President and Clerk of the Village are hereby authorized to execute said Agreement on behalf of the Village of Buffalo Grove. .Section.....3.., This Ordinance shall be in full force and effect from and after its passage and approval. This Ordinance shall not be codified. w 2 AYES: 5 —Braiman, Glover, Berman, Trilling, Rubin NAYS: 0—None ABSENT: 1 —Kahn PASSED October 15 2007 APPROVED: October 15, 2007 ATTEST: APPROVED: =m . : Village Clerk ELLIOTT HARTS EIN, 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 3 Exhibit A Legal Description BGMF/Sports Line Distributors,Inc. (Terico/Cole Wire building) 15801 W. Aptakisic Road That part of the northwest quarter of Section 27, Township 43 North, Range 11 East of the Third Principal Meridian described as follows: beginning at a point on the east line of the west half of the west half of the northwest quarter of Section 27, 1,087.50 feet north of the south line of the northwest quarter of said Section 27;thence north along said east line 337.42 feet;thence east along a line parallel with the south line of the northwest quarter of said Section 27, 656.45 feet; thence south 337.85 feet to a point on a line parallel with the south line of the northwest quarter of said Section 27,636.85 feet east of the place of beginning;thence west along said parallel line 636.85 feet to the place of beginning, in Lake County, Illinois. SUBJECT PROPERTY COMMON DESCRIPTION: The approximately 5-acre tract commonly known as 15801 W. Aptakisic Road. PIN: 15-27-100-017 10/10/2007 ANNEXATION AGREEMENT BGMF, LLC Concerning the"Terico"property at 15801 W.Aptaldsic Road This agreement(hereinafter referred to as the "Agreement")made and entered into this day of October,2007,by and between the VIIUAGE 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 NSHE BLYTHE, LLC, an Arizona limited liability company(hereinafter referred to as "Owner") and BGMF, LLC an Illinois limited liability company(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 5.009 acres legally described and identified in the Legal Description, attached hereto as Exhibit A and made a part hereof, and which real estate is contiguous to the corporate limits of the Village; and, WHEREAS, Sports Line Distributors,Inc.will be the tenant of the current building on the Property; and, WHEREAS,a Plat of Annexation is attached hereto as Exhibit B,which depicts a total area of 5.009 acres to be annexed; and, e 2 WHEREAS, Developer desires and proposes pursuant to the provisions and regulations applicable to the Industrial District of the Village Zoning Ordinance to use the Property,including the existing building thereon,for a distribution and warehouse facility with office areas; and, WHEREAS, the existing conditions on the Property are depicted on that certain Plat of Survey dated July 25, 2007 prepared by Roy G. Lawniczak, and attached hereto as Exhibit D and made a part hereof; and, 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 proposed 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 Village President and Board of Trustees of the Village held a public hearing with respect to the requested zoning classification in the Industrial District; and, WHEREAS,the President and Board of Trustees after due and careful consideration have concluded that the annexation of the Property to the Village and its zoning and development 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. 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 3 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. Agreement:Compliance and Validity The Owner has filed with the Village Clerk of the Village a proper petition pursuant to and in accordance with the provisions of Section 5/7-1-8 of the Illinois Municipal Code (65 1LCS 5/7-1-8) and as the same may have been modified by the Village's Home Rule powers, conditioned on the execution of this Agreement and the compliance with the terms and provisions contained herein,to annex the Property to the Village. It is understood and agreed that this Agreement in its entirety, together with the aforesaid petition for annexation, shall be null,void and of no force and effect unless the Property is validly annexed to the Village and is validly zoned and classified in the Industrial District, all as contemplated in this Agreement. No portion of the Property shall be disconnected from the Village without the prior written consent of its Corporate Authorities. 3. Enactment of Annexation Ordinance. The Corporate Authorities,within twenty-one (21) days of the execution of this Agreement by the Village, will enact an ordinance (hereinafter referred to as the"Annexation Ordinance")annexing the Property to the Village. Said Annexation Ordinance shall be recorded at the Lake County Recorder's Office along with the Plat of Annexation (attached hereto as Exhibit B). 4. Enactment of Zoning Ordinance. At the time of passage of the Annexation Ordinance, the Corporate Authorities shall enact an ordinance zoning the Property in the Industrial District subject to the restrictions further contained herein and all applicable ordinances of the Village of Buffalo Grove as amended from time to time(subject, however, to Section 6 hereof). 3' 4 Owner acknowledges that there is no retail activity on the Property,and retail activities would require approval as a special use in the Industrial District. Retail activity shall not, however, be deemed to include filling of customer orders from the Property via shipment of products to purchasers thereof, and such activity is permitted in the Industrial District and shall not require a special use permit. 5. Approval of Plans. It is understood and agreed that the Owner and Developer have not submitted a Preliminary Plan for additional development of the Property, and the Property is being annexed for use of the existing building for a distribution and warehouse facility with office areas. In the event that Owner or Developer propose development of the Property other than the use of the existing building for a distribution and warehouse facility with office areas, plans and documents shall be submitted for Village review and approval as set forth in the Village Development Ordinance and Zoning Ordinance and any other regulations applicable to said development. 6. 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 use and 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. It is understood and agreed that the Property, including all buildings,shall comply with a 5 applicable Village codes and regulations, except as set forth in Exhibit E hereto. Owner/Developer, in the use and 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 use of the Property for a distribution and warehouse facility with office areas. 7. Building Permit 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. Engineering Plan. It is understood and agreed that the Owner/Developer have not submitted an engineering plan for site improvements on the Property,including,but not limited to, connection to Village water and sanitary sewer services.An engineering plan for:(i)extension of the twelve(12)inch Village water main described in Paragraph 9 below;and(ii)connections to Village water and sanitary sewer services shall be submitted for review and approval by the Village Engineer within six (6)months of the date of annexation,but in any case,prior to connection to Village water and sanitary sewer service. 6 9. Water Provision. Owner/Developer shall be permitted and agrees to tap on to the Village water system at points recommended by the Village Engineer as shown on a Village approved engineering plan. Pursuant to the terms of that certain Annexation and Development Agreement for the Aptakisic Creek Corporate Park dated July 16, 2007 by and among the Village, Peerless of America,Incorporated, an Illinois corporation, Chicago Title Land Trust Company, as Trustee under Trust Agreement dated April 27, 1988 and known as Trust No. 124048-02, and Peerless Bridge, LLC, an Illinois limited liability company (the "Aptakisic Creek Annexation Agreement')Peerless Bridge, LLC is obligated to extend a Village twelve(12)inch water main to the northeast comer of the Property.Connection of the Property to the Village water system shall be completed within six(6)months following extension of the Village twelve(12)inch water main to the perimeter of the Property by Peerless Bridge, LLC. The Owner/Developer further agrees to pay to the Village applicable fees in accordance with the applicable Village Ordinances at the time of the issuance of the water and sewer permits.The Owner/Developer agrees 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 the Property for a distribution and warehouse facility with office areas. Watermains serving the Property and those approved as part of the development shall be installed by the Owner/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. 7 Owner/Developer shall extend a water main(diameter of twelve(12)inches)along the east side of the Property, as approved by the Village Engineer, within 6 (six) months of the date of extension of the Village twelve (12)inch water main to the perimeter of the Property by Peerless Bridge, LLC. In addition to extension of said water main, Owner/Developer shall construct fire hydrants to serve the existing building,in locations designated by the Village Engineer.Owner shall provide the Village with an easement for the Village twelve(12)inch diameter water main(fifteen (15)feet in width)in form and substance reasonably satisfactory to the Village. Any expansion of the existing building on the Property or construction of a new building shall include extension of water mains (diameter of twelve (12) inches) along the south and west sides of the Property, as approved by the Village Engineer. 10. Storm and Sanitary Sewer Provisions. a) The Owner/Developer shall construct on-site sanitary sewers as may be necessary to service the Property, in accordance with a Village approved engineering plan. The Corporate Authorities agree to cooperate with the Owner/Developer and to use their best efforts to aid Owner/Developer in obtaining such permits from governmental agencies having jurisdiction as may be necessary to authorize connection to the facilities of the Lake County Department of Public Works for the collection of sewage as may be appropriate. Pursuant to the terms of the Aptakisic Creek Annexation Agreement,Peerless Bridge,LLC is obligated to extend a ten(10)inch sanitary sewer main along the eastern boundary of the Property.Owner/Developer shall connect the existing building on the Property to the Village sanitary sewer system within six(6)months of the date of 8 extension of the Village ten(10)inch sanitary sewer line along the eastern boundary of the Property by Peerless Bridge,LLC. 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/Developer agrees 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) At such time, if any,as Owner/Developer expands the existing building on the Property or constructs a new building on the Property,the Owner/Developer shall also construct any storm sewers which may be necessary to service the Property, in accordance with a Village approved engineering plan. Upon installation and acceptance by the Village through formal acceptance action by the Corporate Authorities, the Corporate Authorities agree to operate and maintain that portion, if any, of the storm sewer system which serves multiple properties. The Owner/Developer agrees to operate and maintain that portion of the storm sewer system located on the subject Property and not dedicated. c) Owner shall grant the Village an easement for sanitary sewer(fifteen(15)feet wide) along the southern boundary of the Property in locations approved by the Village Engineer. 11. Drainage Provisions. The Owner/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/Developer shall install any storm sewers, inlets and/or other methods of stormwater management which are required to eliminate standing water or conditions of excess sogginess which 9 may,in the opinion of the Village Engineer,be detrimental to the growth and maintenance of lawn grasses. 12. Payment of Recapture Fees Owed. Any amount of recapture required to be paid by this Property shall be due and payable upon the request of the Village. 13. Plat of Subdivision. Owner/Developer shall submit the necessary documentation for a plat of subdivision for the Property, pursuant to the requirements and standards of the Village Development Ordinance. The plat of subdivision shall be submitted for review and approval by the Village within thirty(30)days of annexation of the Property.Said plat shall include utility easements as required by the Village,including but not limited to,fifteen(15)foot wide easements for water on the east,south and west sides of the Property,and a fifteen(15)foot wide easement for sanitary sewer on the south side of the Property,pursuant to Sections 9 and 10 of this Agreement,in locations approved by the Village Engineer. Said plat of subdivision shall also include fire lanes in locations designated by the Village Deputy Fire Marshal. 14. Security for Public and Private Site Improvements. Security for public and private site improvements shall be provided in accordance with the Development Ordinance, and the Development Improvement Agreement(Exhibit C)as amended from time to time. The Developer shall provide a letter of credit for security. The issuer may have an equitable or lending interest in the Property provided that the letter of credit, 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 10 right to draw up to the full amount of the letter of credit in order to complete, and have formal acceptance of, all improvements secured by the letter of credit. 15. Exhibits. The following Exhibits, some of which were presented in testimony given by the Owner/Developer or the witnesses during the hearing held by the Corporate Authorities prior to the execution of this Agreement, are hereby incorporated by reference herein,made a part hereof and designated as shown below. EXHIBIT A Legal Description EXHIBIT B Plat of Annexation dated September 27,2007 by Roy G.Lawniczak EXHIBIT C Development Improvement Agreement EXHIBIT D Plat of Survey dated July 25, 2007 by Roy G. Lawniczak EXHIBIT E Schedule for completion of building improvements for fire protection and emergency egress 16. Building, Landscaping and Aesthetics Plans. If any redevelopment or new development is proposed by the Owner/Developer,appropriate plans as determined by the Village shall be submitted for any site improvements, buildings and landscaping, and said plans shall conform to the requirements of Village Ordinances. Lighting and signage shall be compatible with surrounding areas as approved by the Village.Undeveloped portions of the Property or areas under construction shall be maintained in a neat and orderly fashion as determined by the Village Manager. 17. Annexation to the Buffalo Grove Park District. The Owner and Developer agree,at the request of the Buffalo Grove Park District,to annex any part or all of the subject Property to said Park District. Said annexation shall be completed within sixty days(60) days of the request of the Park District. 11 18. . 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 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 annexation of the Property, as contemplated by the provisions of this Agreement. 19. 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 affect any of the other provisions contained herein. 20. Term of Agreement. This Agreement is binding upon the Property,the parties hereto and their respective grantees,successors and assigns 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, which consent shall not be unreasonably delayed,conditioned or withheld. This Agreement may be amended by the Village and the owner of record of a portion of the Property as to the provisions applying thereto,without the consent of the owners of other portions of the Property. 12 21. 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. 22. 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 or Developer: BGMF, LLC 15801 W.Aptakisic Road Lincolnshire,IL 60069 Attn: William Gausselin and Martin Faierstain Copy to: Tom Palmer Meltzer,Purtill &Stelle LLC 1515 E. Woodfield Road, Second Floor Schaumburg, IL 60173 If to Village: Village Clerk Village of Buffalo Grove 50 Raupp Boulevard Buffalo Grove,lL 60089 Copy to: William G. Raysa,Esq. Raysa&Zimmermann, LLC. 22 S. Washington Ave Park Ridge, IL 60068 23. 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 13 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 the Village may in law or in equity,by suit,action,mandamus or any other proceedings,including specific performance,enforce or compel the performance of this Agreement. 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 BGMF,LLC.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 Owner. 24. 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. 14 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. 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. 25. SMial Conditions. a) Village Real Estate Property Transfer Tax. It is understood and agreed that the Village of Buffalo Grove levies a real estate transfer tax on all conveyances of real property in the Village. From the adoption of the ordinance approving this Agreement, any transfer of the Property shall be subject to the payment of such real estate transfer tax or an equivalent cash payment to the Village notwithstanding that the Property is not yet annexed to the Village. b) Village Street Address.It is understood and agreed that upon annexation the Village will issue new street address(es) for building(s) on the Property to ensure proper identification for provision of services, and Owner shall use said Village address(es) in place of current address(es) assigned by Lake County. Owner is also required to contact the Buffalo Grove Post Office and submit a change of addresses)requesting use of the address(es)as assigned by the Village. c) Security Interest in Property. Owner(and Developer)represent and warrant that the only mortgagee,lien holder or holder of any security interest affecting title to the Property or 15 any part-thereof is First Midwest Bank. First Midwest Bank by its written approval of this Agreement acknowledges that this Agreement is superior to its security interest in the Property. d) Fire Protection District Reimbursement. Owner shall pay the Village the sum of $13,123.18, being the amount necessary to reimburse the Village for any real estate tax payments made by the Village to the Long Grove Rural Fire Protection District concerning the Property pursuant to Section 705/20 of the Illinois Fire Protection Act (70 ILCS 705/20). Said payment shall be made in five equal installments to be paid annually,starting with the first payment to be made not later than December 31,2007,and the remaining payments to be made by December 31"of each successive year until the full sum is paid. e) Traffic and Ordinance Enforcement AgLeement.The Owner shall, at the request of the Village,enter into an agreement for the enforcement of Village traffic ordinances and other ordinances on the Property. f) Well and septic facilities. All water wells and septic sewer facilities on the Property shall be properly sealed or pumped and filled as required by the Illinois Department of Public Health and as approved by the Village Health Officer.Said sealing and removing of wells and septic facilities shall be completed after the Property is connected to the respective Village utility (water or sanitary sewer), as directed by the Village. Owner/Developer shall have not less than six (6)months from the time of connection to the respective Village utility to complete sealing of water wells and filling of septic facilities. Any underground tanks shall be removed as permitted and approved by the Illinois State Fire Marshal. 16 g) Sims. The existing ground sign in the northeast portion of the Property may remain in place unless substantial changes are made as determined by the Village.In the event that substantial changes are made,the sign shall comply with the applicable standards of the Village Sign Code.Any new signs on the Property are subject to the provisions of the Village Sign Code. 26. Exchange Accommodation Titleholder a) Exchange Exculpation. National Safe Harbor Exchanges, a California corporation ("NSHE"), is acting as an exchange accommodation titleholder in connection with a like-kind exchange under IRC Section 1031 and Revenue Procedure 2000-37 for the benefit of Developer. NSHE is the sole member of Owner.Owner is the legal title holder of the Property. As accommodation parties the general credit of NSHE and.Owner (while owned by NSHE) are not obligated or available for the performance of any obligations or the payment of any indebtedness created by this Agreement and/or any other documents executed by NSHE or Owner in connection herewith (the "Annexation Documents'). Notwithstanding any provisions of the Annexation Documents to the contrary,the Village will not look to NSHE, Owner(while owned by NSHE)or NSHE's directors, officers, and employees with respect to the obligations evidenced by the Annexation Documents or any covenant,stipulation,promise,indemnity,agreement or obligation contained herein. In enforcing its rights and remedies under the Annexation Documents,the Village will look solely to the Property and Developer for the performance of any obligations or the payment of any indebtedness created by this Agreement. The Village will not seek a money judgment against NSHE,Owner(while owned by NSHE)or NSHE's member's directors,officers,and employees and will not institute any separate action against NSHE by reason of any default that may occur in the 17 performance of any of the terms and conditions of the Annexation Documents.This agreement on the part of the Village shall not be construed in any way so as to effect or impair the rights of the Village to enforce the terms of this Agreement against Developer and any successor owner(s)of the Property. b) Transfer(Exchange): In order to complete Developer's exchange, Owner shall transfer the Property to Developer pursuant to a Qualified Exchange Accommodation Agreement between said parties. Upon such transfer, NSHE shall be released from any and all liability hereunder. The Village hereby acknowledges Owner's right to complete such transfer of the Property either by deed from Owner to Developer or NSHE's assignment to Developer of the sole membership interest in Owner. Upon the transfer of the sole membership interest in Owner to Developer, the limitations on personal recourse to Owner shall expire. IN WITNESS WIEREOF,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. 18 SIGNATURE PAGE TO ANNEXATION AGREEMENT BGMF, LLC Concerning the"Terico"property at 15801 W.Aptakisic Road VILLAGE OF BUFFALO GROVE By E TT HARTSTEIN,Village President ATTEST: By Cj�A rf�. Vff.LAGE CLERK 19 SIGNATURE PAGE TO ANNEXATION AGREEMENT BGMF, LLC Concerning the"Terico"property at 15801 W.Aptakisic Road OWNER: NSHE BLYTHIE, LLC, an Arizona limited liability company %:H al-iona,1-&-4�krbo✓ 0XCk a rjN U mo tIzo,,i STATE OF H ER401 HA��CoP� )ss COUNTY OF ) �t/O✓��nbs. The foregoing was affirmed before me on-Astabef�, 2007. 1=2 & &a�� /S-10%11 pFFICIAL SFAI_ VANESSA A. BIGGS Notary Public N0 liY PUHLIC-State of Arizona MARICOPA COUNTY 4.5 My Comm. Fxpires May 30,2010 20 SIGNATURE PAGE TO ANNEXATION AGREEMENT BGMF, LLC Concerning the"Terico"property at 15801 W.Aptaldsic Road DEVELOPER: BGMF, LLC, an Illinois limited liability company By Its: A0j, STATE OF ILLINOIS ) )SS COUNTY OF LAKE } The foregoing was affirmed before me on /�' , 2007. Notary Public E FICIAL SEAL"EEN A. BROWN Public,state of Illinois ion Expires Sept. 19,2010 Commission No.369936 21 SIGNATURE PAGE TO ANNEXATION AGREEMENT BGMF, LLC Concerning the"Terico"property at 15801 W.Aptakisic Road MORTGAGE HOLDER: FIRST MIDWEST BANK 00tBy Its: STATE OF ILLINOIS } )ss COUNTY OF LAKE } The foregoing was affirmed before me on Octobera6 2007. otary Public L M UMM KIMM ' ION D�S.fl?�Iti This document prepared by: Robert E. Pfeil, Village Planner William G. Raysa, Village Attorney 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 22 EXHIBIT E Schedule for completion of building improvements for fire protection and emergency egress ANNEXATION AGREEMENT BGMF, LLC Concerning the"Terico"property at 15801 W.Aptakisic Road 1. All exit door hardware must be replaced with approved lever handles. To be completed within fourteen (14) days after annexation. 2. All exit doors must have un-approved locking devices removed. The use of a key or special knowledge is not permitted. To be completed immediately after annexation. 3. All existing Class II hose valves must be replaced with approved, Class I hose valves. To be completed within six(6) months of connection of the building to the Village water supply system. 4. An engineered sprinkler system for fire suppression to meet the storage commodity needs of the owner must be installed. To be completed within six(6)months of connection of the building to the Village water supply system. 5. The design of an engineered sprinkler system as set forth in#4 above shall be initiated within fourteen (14) days after annexation. Said design shall be submitted to the Village Deputy Fire Marshal for review and approval within one hundred and twenty (120)days after annexation. 6. Fire hydrants to support the new engineered fire suppression sprinkler system shall be provided as set forth in Section 9 of this Agreement. To be completed within six(6) months of connection of the building to the Village water supply system. 7. New exit signs and battery operated emergency lighting shall be installed in the building as directed by the Village Deputy Fire Marshal. To be completed within sixty (60) days of annexation.