2024-06-17 - Resolution 2024-16 - APPROVING AN ASSIGNMENT AND ASSUMPTION OF THE ANNEXATION AGREEMENT GRANTED BY ORDINANCE NO. 2023-104 � �
BUFFAL�J A SUMPTION OF T EOAN EXAT ONIAGR EM NTD
GI W V E GRANTED BY ORDINANCE N0. 2023-104
WHEREAS the Village of Buffalo Grove is a home rule unit pursuant to the Illinois Constitution of
1970; and
WHEREAS Prairie Pointe Partners Buffalo Grove LLC, an Illinois limited liability company
("Prairie "), an affiliate of and successor-in-interest to Bloom Street Partners, LLC ("Bloom"), closed
and acquired the Property on December 20, 2023; and
WHEREAS on January 2, 2024 the Village Board approved an Assignment and Assumption of
Annexation Agreement for Prairie Pointe Partners Buffalo Grove LLC, through Resolution No. 2024-
01; and
WHEREAS Prairie is now interested in selling the property to Projades, LLC, who will acquire the
property within 60 days of approval of the entitlements and Assignment and Assumption of Annexation
Agreement; and
WHEREAS Projades, LLC will assume all obligations outlined in the Annexation Agreement and
subject to the terms and conditions outlined in the Assignment and Assumption Agreement attached as
Exhibit A.
NOW THEREFORE BE IT RESOLVED by the President and Board of Trustees of the Village of Buffalo
Grove, Cook and Lake Counties, Illinois,that the Village President and Village Clerk are hereby authorized
and directed to execute an Assignment and Assumption Agreement of the Annexation Agreement for the
Prairie Pointe Development, subject to the final review and approval of the Village Attorney, a copy of
said Agreement being attached hereto and being made a part hereof.
AYES: 5—Johnson, Cesario, Ottenheimer, Bocek, Weidenfeld
NAYES: 0—None
ABSENT: 1—Stein
PASSED: June 17, 2024
APPROVED: June 17, 2024
ATT�ST: APPROVED:
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Jane�t�'dl. irabian, Vill�ge Clerk Eric N. Smith, � age President
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Exhibit A
ASSIGNMENT AND ASSUMPTION OF THE ANNEXATION AGREEMENT
_ _ : _ __
smart. with heart.
Prepared By:
Patrick T. Brankin
Schain, Banks, Kenny & Schwartz,
Ltd. 70 W. Madison St., Ste. 5300
Chicago, IL 60602
ASSIGNMENT AND ASSL�vIPTION OF ANNEXATION AGREEMENT
This Assignment (this "Assignment") is executed by Prairie Pointe Partners
Buffalo Grove LLC, an Illinois limited Iiability company ("Prairie"), an affiliate of and
successor-in-interest to Bloom Street Partners, LLC ("Bloom") ("Owner") and
("Developer"), Projades, LLC ("Projades") ("Contract Purchaser"), and by the Village of
Buffalo Grove, an Illinois municipal corporation ("Village") (hereina$er collectively
referred to as the "Parties").
the Parties state as follows:
A. This Assignment pertains to the real estate described on Exhibit A attached
hereto and commonly known as 22771-22825 N. Prairie Road, Buffalo Grove, Illinois (the
"Properiy").
B. Bloom entered into that certain Annexation Agreement, dated as of August
Z 1, 2023, by and between Bloom as Developer, the Village of Buffalo Grove and Prior
. Owners, as Owners, and recorded in the Office of the Lake County Recorder of Deeds on
February 1, 2024 as Document No. 8017-400, (the "Agreement").
C. Prairie closed and acquired the Property from the prior owners on
December 20,2023.
D. Village approved an Assignment and Assumption of the annexation
agreement to Prairie on January 2, 2024.
E. Prairie, has certain privileges, rights, title and interests a.nd obligations
("Interests") owned or held in connection with the Agreement, as Owner and Developer,
as defined in the Agreement.
F. In conjunction �vi�li the closing and acquisition of tl�e Property by Projades,
Prairie, transfers, conveys, grants and assigns any and aIl Interests it has under the Agreement,
as Owner and Developer to Projades subject to the approval of the Village, as set forth in
this Assignment;
G. The Village approves the Assignment to Projades of a11 of the respective
Interests Prairie held pursuant to the Agreement and Projades accepts tlus Assignment and
assumes and agrees to be bound by the respective Interests of Prairie, as Owner and Developer
under the Agreement, all on the terms and conditions provided herein.
H. The Parties agree that this Assignment shall be effective as of.the date on wluch
Projades acquires title to the Property ("Acquisition Date"). Effective as of the Acquisition
Date, Projades shall be responsible for and shall comply with all terms, covenants, obligations
and conditions of Developer and Owner as set forth in the Agreement. It is expressly a term and
condition of this Assignment, that Projades agrees that it shall timely commence and complete
all terms, covenants, obligations, requirements and conditions of Developer and Owner under
the Agreement. Projades represents that it has accepted and has assumed and agreed to make all
payments and to perform alI other obligations of the Owner and Developer, under the
Agreement, including, but not limited to those obligations accruing prior to or on the
Acquisition Date. Prairie shall be released from any liability for all terms, covenants,
obligations and conditions of Owner and Developer as set forth in the Agreement.
I. Projades hereby indemnifies the Village, and a�ees to defend and hold harmless
the Village, from and against any and alI liability, loss, damage and expense, including, without
limitation, reasonable attorney's fees actually incurred, that flie Village may or shail incur under
tlie Agreement by reason of any failure or alleged failure of Projades to have complied with or to
have performed the obligations of the Owner and Developer under the Agreement which are to
be performed by Projades either before or on or after the Acquisition Date.
7. Any costs and expenses, including attorneys' fees (which shall include the cost of
any time expended by any in-house counsel of the Village) incurred by the Village in connection
with this Assignment and any proposed or purported assignment, transfer or sublease shall be
bome by Projades and shall be payable to the Village on demand as a Developer cast.
K. Effective as of the Acquisition Date, the Village, as evidenced by its execution of
the Village's Consent (the "Consent") attached to and made a part of tlus Assignment, hereby
consents to this Assignment.
L. GOVERNING LAW: Tlus Assignment shall be construed, interpreted, and
enforced pursuant to the applicable laws in the State of Illinois.
M. THE VII,LAGE IS T`FiIl2D PARTY BENEFICIARY: It is fully intended,
acknowledged and agreed to that the Village be and hereby is a third party beneficiary of this
Assignment and shall be entitled to and may enforce the terms, covenants and conditions
contained herein as each may apply to the Village.
N. MISCELLANEOUS PROVISIONS:
(a) The terms and conditions of this Assignment shall be binding upon and shall inure
to the benefit of the parties hereto and their respective successors and assigns.
(b) This Assignment may be executed in counterparts, each of which will be deemed
an original document,but all of which will constitute a single document.
(c) All defined terms not otherwise defined herein shall have the same meaning as
defined in the Agreement.
(d) Each of the parties hereto hereby each represent and warrant that the person
signing this Assignment and/or tlie Consent is duly authorized to execute and deliver this
Assignment and/or Consent on behalf of such party, and that tlus Assignment and/or Consent is
binding upon the party.
(e} In the event that Projades does not acquire the Property from Prairie and provide
the Village with proof of acquisition by August 31,.2024, than this assignment shall be null and
void.
jTHE REMAINDER OF THIS PAGE LEFT INTENTIONALLY BLAIV-K.]
IN WITNESS WHEREOF, in consideration for good and valuabie consideration in
hand paid, Prairie Owner and Developer hereby assigns to, and Projades hereby accepts and
assumes all of Prairie's respective Interests, as set forth herein, effective as of the Assignment
Date.
Prairie Pointe Partners Buffalo Grove,LLC, an
Illinois limited liability company
By:
Projades, LLC, an Illinois limited liability company
By:
STATE OF ILLINOIS )
) SS
COUNTY OF COOK )
I, , a notary pnblic in and for the said County, in the State
aforesaid,DO HEREBY CERTIFY that ,Manager of Prairie Pointe Partners
Buffalo Grove LLC, an Illinois limited liability company,personally known to me to be the same
person whose name is subscribed to the foregoing instrument, appeared before me this day in
person, and acknowledged that he signed, sealed and delivered the said instrument as his free and
voluntary act, for the uses and purposes therein set forth.
Given under my hand and official seal,tlus day of , 2024.
Notary Public
STATE OF ILLINOIS )
} SS
COUNTY OF COOK }
I, a notary public in and for the said County, in the
State aforesaid, DO HEREBY CERTIFY that , Manager of Projades
LLC, an Illinois lunited liability company, personally known to me to be the same person
whose name is subscribed to the foregoing instrument, appeared before me this day in person,
and acknowledged that he signed, sealed and delivered the said instrument as his free and
voluntary act, for the uses and purposes therein set forth.
Given under my, hand and official seal,this_day of , 2024.
Notary Public
Consent of Assi�nment
The Village of Buffalo Grove hereby accepts the above and foregoing assignment and
releases Prairie the prior Owner and Developer as stated therein.
VILLAGE OF BUFFALO GROVE, a
municipal c � n
By:
Name: Eric Smith
Title: Village President
Attest: . �4'���'-&v�
Name: Jan irabian
Title: Village Clerk
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EXHIBIT A
LEGAL DESCRIPTION
THAT PART OF THE WEST i/� OF THE NORTHEAST 1/4 OF SECTION 21, TOWNSHII' 43
NORTH, RANGE 11, EAST OF THE THIRD PRINCIPAL MERIDIAN, DESCRIBED AS
FOLLOWS: BEG�G AT A POINT ON THE WEST LINE OF THE NORTH 1/� I382.3
FEET NORTH OF THE SOUTHWEST CORNER THEREOF; THENCE NORTH OF SAID
WEST LINE OF THE NORTH EAST '/�, 84.62 FEET; THENCE NORTHEASTERLY WITH
AN ANGLE OF 85 DEGREES 09 MINUTES TO THE RIGHT OF THE LAST MENTIONED
LINE, AS PRODUCED NORTHERLY 413.3 FEET TO THE WESTERLY RIGHT OF WAY
LINE OF THE SOO LINE RAILROAD; THENCE SOUTHEASTERLY ON THE
WESTERLY LINE OF SAID RAILROAD RIGHT OF WAY, 116.2 FEET; THENCE
WESTERLY 454.7 FEET TO THE POINT OF BEGNNING, IN LAKE COUNTY,
ILLINOIS.
A PART (JF THE NORTHWEST QUARTER OF THE NORTHEAST QUARTER OF
SECTION 21, TOWNSHIP 43 NORTH, RANGE 11, EAST OF THE THIRD PRINCIPAL
MERIDIAN, AND DESCRIBED AS FOLLOWS: BEGINNING AT THE INTERSECTION
OF THE CENTER OF THE HALF DAY AND MCHENRY ROAD AND THE QUARTER
SECTION LNE RUNNING NORTH AND SOUTH THROUGH THE ABOVE
MENTIONED SECTION 21; THENCE RUNNING SOUTH ALONG SAID QUARTER
SECTION LINE 9.93 CHAINS; THENCE EAST 6.55 CHAINS TO THE WEST LINE OF
THE RIGHT OF WAY OF THE WISCONSIN CENTRAL RAILWAY (NO�T CALLED
MINNEAPOLIS, ST. PAUZ AND SAUK STA. MARIE RAILWAY); THENCE
NORTHWESTERLY ALONG SAID WEST LINE OF SAID RIGHT OF WAY I0.05
CHAINS TO THE CENTER OF THE ABOVE MENTIONED HALF DAY AN� MCHENRY
ROAD; THENCE WEST 2.6� CHAINS TO THE PLACE OF BEGINNING, IN LAKE
COUNTY,ILLINOIS.
PARCEL INDEX NLTNIBER: 15-21-200-014, 1�-21-200-Q32
SUEJECT PROPERI'Y COVIMON ADDRESS: 22771 &2282� Prairie Road,Prairie
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