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2016-32 RESOLUTION NO. 2016 - 32 A RESOLUTION AUTHORIZING THE VILLAGE MANAGER TO EXECUTE A LEASE FOR THE RESTAURANT SPACE AT THE BUFFALO GROVE GOLF CLUBHOUSE WHEREAS, the Village of Buffalo Grove is a Home Rule Unit pursuant to the Illinois Constitution of 1970; and, WHEREAS, the residents of the Village of Buffalo Grove and patrons of the Buffalo Grove Golf Course would likely find it advantageous to have a restaurant on the Clubhouse premises ; and, WHEREAS, the Village Board has determined that it is in the best interests of the Village to authorize the Village Manager to finalize and execute a lease agreement with a restaurant operator. NOW, THEREFORE, BE IT RESOLVED BY THE PRESIDENT AND BOARD OF TRUSTEES OF THE VILLAGE OF BUFFALO GROVE, COUNTIES OF COOK AND LAKE, STATE OF ILLINOIS, as follows: SECTION 1. The foregoing recitals are hereby incorporated and made a part of this Resolution. SECTION 2,. Each Extension Term is included in this Resolution and no further approval of each Extension Term is required. SECTION 3. The Village Manager is hereby authorized and directed to execute the attached lease agreement pending final review and approval by the Village Attorney. S.ECTION 4. This Resolution shall be in full force and effect from and after its passage and approval. AYES: .5 —Trilling. Stein. Ottenheimer. Weidenfeld. Johnson NAYES: 0 - None ABSENT: 1 - Berman PASSED: December 5, 2016. APPROVED: December 5, 2016. PUBLISHED: December 6, 2016. APPROVED: rj-1ph INA, %-.PJA t4vev.� Beverly r I-Y-Suss V_ Vcillage President ATTEST: ,J Janet Arabian, Village Clerk 2 RESTAURANT LEASE This Lease ("Lease") is made between the Village of Buffalo Grove, Illinois, an Illinois Municipal Corporation ("Village") and BR| Incorporated, an Illinois corporation, /"Tenant'\ asmf � this �� day ofDecember, 20I6 (the "Effective Date"). The Village and Tenant are sometimes hereinafter referred to individually as a "Party" and collectively asthe "Parties'. RECITALS WHEREAS, the Village owns the Buffalo Grove Golf Club located at 48 Raupp Boulevard in Buffalo Grove, Illinois ("Subject Property") and includes the restaurant facilities, which is comprised of the cross hatched area depicted on Exhibit labeled "leased area" ("Premises"); and WHEREAS, the Premises is located on the Village owned Buffalo Grove Golf Course ("Golf Course") and the Golf Course is included as part of the Subject Property; and WHEREAS, the Village has the authority and has taken, all appropriate action to lease the Premises; and, WHEREAS, Tenant desires to lease the Premises from Village on the terms and conditions set forth herein, and Village desires to lease the Premises to Tenant on the terms and conditions set forth herein. NOW THEREFORE, in consideration of the mutual promises herein contained,the Village and Tenant agree as follows: 1' Incorporation of Recitals. The foregoing recitals to this Lease are hereby incorporated into and made a part of this Lease. 2. Lease,Submect Property and Tenant Access. The Village does hereby lease to Tenant and Tenant hereby leases from the Village the Premises subject tq the terms and conditions of this Lease. Those portions mfthe Subject Property which are available for the cornnnqn use of Landlord, Tenant, guests or occupants of the Subject Property, are sometimes collectively called the "Common Areas." Village grants to Tenant and Tenant's employees, agents, customers, and invitees the nonexclusive right to use, the Common Areas located within the Subject Property for their intended purposes. Landlord shall be responsible for the operation, management, and maintenance of the Cmnnnoon Areas in a clean and first class manner; provided, however, that Tenant shall be responsible for keeping in a dean manner the durnpsLery, the area for trash collection and the grease traps. Landlord shall not construct any building or structure that may impair visibility of the Premises from I Church Rd; provided, however, that Village shall retain the discretion to install any sign for the Golf Course and plant any landscaping. Notwithstanding anything tmthe contrary, Village shall cooperate with Tenant to trim and prune any trees or landscaping which may impact the visibility to the Premises. Landlord agrees to use its good faith and diligent efforts to minimize interruption of Tenant's business in the performance of any Landlord work in the Common Areas. 3. Term. The term of this Lease shall be five (5) years ("Original Term") commencing on January 1, 2017 and shall terminate at 11:59 P.M. on December 31, 2021 ("Term Expiration Date"); the date that Tenant shall begin to pay rent (the "Rental Commencement Date") shall be the earlier of the date Tenant opens for business or one month after the Date of Substantial Completion (defined below inSection 12). This Lease shall be automatically extended for three /3\ five /5\ year periods /each an "Extension Term") upon the same terms and conditions as set forth herein, for the exception that Base Rent shall be increased as set forth herein. "Price Index" shall mean the Consumer Price Index for All Urban Consumers published by the Bureau of Labor Statistics of the United States, or such successor organization. "Base Price Index" shall mean the Price Index for the December immediately preceding the beginning of the expiring term; For the sake of clarification, the Base Price Index for the first Extension Term shall be December of 2016. "Current Price Index" shall mean the Price Index for the December immediately preceding the beginning of the Extension Term; For the sake of clarification the Base Price Index for the first Extension Term shall be December of2O21. "CPI Factor" shall equal the greater of (A) 1.00and /B\ the Current Price Index divided by the Base Price Index; provided that in no event shall the CPI Factor be greater than 1.05. The Base Rent for every Extension Term shall be equal to the Base Rent for the preceding term multiplied by the[P| Factor. Either Party may cancel this Lease at any time with ninety /90\ calendar days' written notice to the other Party ("Early Termination"). If the Village elects Early Termination then it shall pay Tenant the sum of Five Hundred Thousand Dollars and 00/100 ($500,000.00). If the Tenant elects Early Termination then it shall pay Village the sum of One Hundred Sixty-Five Thousand Dollars and OO/IOO /$165,000.00i Notwithstanding, it shall not be an Early Termination if Village terminates this Lease because of a default by Tenant. Further notwithstanding, it shall not be an Early Termination if Tenant chooses not to exercise an Extension Term by delivering to Village, not less than one-hundred and eighty days (180) before such Extension Term, written notice that Tenant chooses not to exercise said Extension Term. Upon termination of this Lease, for any reason, Tenant will yield the Premises to the Village, in good condition and repair and in broom-swept condition, except for ordinary wear and tear, and will deliver the keys for the Premises to the Village Manager. Tenant shall be responsible for all damage 10 the Premises beyond normal wear and tear caused by Tenant and as reasonably determined by Village in its sole discretion. In addition, upon termination, all equipment, personal property affixed to the Premises and surrounding area, all realty located 2 within the Premises, food service and beverage service equipment, and materials, equipment, including the items listed on Exhibit D attached hereto and the like not owned by Tenant shall remain at the Premises. All furniture, fixtures, equipment and personal property owned by Tenant shall remain the property of Tenant at the end of the Term and may he removed by Tenant at any time during the Term. Notwithstanding anything to the contrary in this Section 3, if Salvatore Carclone shall pass away then this Lease shall automatically terminate. 4. Village Resolution Recluired; Liquor License. This Lease shall not take effect until approval from the Village's President and Board of Trustees has been obtained byresolution. The resolution approving the Lease shall include astatennent that each Extension Term is included in such original approval and no further approval of each Extension Term is required. Village shall not unreasonably withhold any liquor or gaming license or permit; however, Tenant shall have the right to cancel this Lease, without evoking an Early Termination, if Tenant has not obtained a liquor license by the Date of Substantial Completion, defined in Section 12. S. Rent. Beginning on the Rental Commencement Date, Tenant shall pay Base Rent, as that term is defined here, to the Village at SO Raupp Blvd, Buffalo Grove, IL 60089, or such other place, or to such other person, firm or corporation, as shall be designated from time to time by Notice from the Village. If the Rental Commencement Date falls other than on the first day of the month, then Base Rent for that month shall beprorated. Rent shall consist of the following monthly payments: A. Base Rent of Four Thousand Five Hundred Dollars 00/100 ($4,500.00) per month during the Original Term of this Lease (and in such amounts for each Extension Term as outlined above); and B. Percentage Rent (as defined be|ovv); and C. Additional Rent which (as defined below). "Percentage Rent" is defined as one percent (l.00Y&) of gross food, beverage and banquet sales, excluding sales tax and services charges (defined as gratuities and other fees charged over and above food and beverage sales, which uvmu|d include, but not be limited to, banquet wage differentials, comped rn ea Is/beve rages, overrings, discounts, equipment charges, etc.) for all food and beverage sales on the Premises and Subject Property regardless of where such sales may be booked or reserved. For the sake of clarification, Percentage Rent shall exclude proceeds of insurance, proceeds of litigation or settlements; video gaming revenue, documented charitable contributions by Tenant of goods that were prepared at the Premises; fees paid to third party delivery services (such as, for example GrubHub) for off-site deliveries, 3 and fees paid to reservation services (such as, for example Open Table). Tenant shall pay Percentage Rent one year in arrears within 10 days of the end of the calendar year. Further, Tenant shall submit quarterly certified sales figures and operating statements to the Village within 30 calendars days of the end of even/ quarter, which will support Tenant's Percentage Rent calculation. Notwithstanding anything here tothe contrary, Percentage Rent shall not exceed Fifteen Thousand Dollars OO/1OO ($15,OOO) per year. "Additional Rent" is defined as 6096 of all utilities for the clubhouse which shall be payable one month in arrears. Notwithstanding, Tenant shall be solely responsible for any cable, satellite or other television service utility bill. Further notwithstanding, Tenant shall not be liable for any garbage or recycling utilities. Tenant shall be responsible for Additional Rent starting on the Date of Substantial Completion. "Holdover Rent" If the Tenant retains possession of the Premises or any part thereof after this Lease terminates, whether by lapse of time or otherwise, then Village may at its sole discretion, within thirty /30\ days after termination serve written notice upon Tenant that such holding overconstitutea (a) crea1ionofannonth-tw'mnonthtenancy, upontheterrnsofthisbeaoe except at Base Rent multiplied by 1.5, or (b) creation of tenancy at sufferance at Base Rent multiplied by 1.5. In addition to such increased Bose Rent, Landlord/Village shall have the right to evict Tenant as provided for under the Illinois statutes. Finally, if the Tenant stays more than 3Odays in the Premises after this Lease has expired then the Village may pursue consequential damages for the Tenant holding over. If Rent, or any portion thereof, is more than 1O calendar days late then there shall be late charge equal to 1.5%per month (18.0% per year) of the portion of Rent that is late. 6. Personal Guarantee. This Lease is contingent upon the Guarantor, defined in Exhibit E, executing the Guaranty of Lease attached as Exhibit E (the "Guaranty"). Both parties acknowledge that Village would not enter into this Lease but for the Guarantor's execution of the Guaranty which is part of the consideration for Village entering into this Lease. 7' Permitted Use. The Premises shall be used by Tenant only as restaurant, lounge and bar serving the Golf Course in a manner consistent with similarly situated Golf Courses and Tenant may serve alcoholic beverages and have the nnaxinnuno number of video gaming machines permitted under applicable |axv and provide banquet services. Service shall be year-round although seasonal service considerations will be evaluated. Seasonal coordination must be in concert with the intentions of the Village's Director of Golf Operations who will coordinate golf outings and banquets with Tenant. Tenant may provide off-site catering. It is understood that the Subject Property is a golf course and Tenant's activities shall not unreasonably interfere with the operation ofthe Subject Property asa golf course. 4 Tenant shall be allowed access and use of the areas adjacent to the dub house facilities that will include but not be limited to patios, event tents and golf course grounds for the purposes outlined above and for utilizing beverage carts. _ Sales on the Golf Course. Tenant shall have the exclusive right to provide catering services to special events that occur at the Golf Course. Tenant shall have the exclusive right to provide food and beverage service at the Golf Course. Landlord and Tenant will work with each other to determine the required food, beverage and golf services for golf groups, tournaments and other large functions. Village shall be entitled, upon fourteen (14) days written notice to Tenant,to limited possession of the Premises and Subject Property to the exclusion of Tenant for the purpose of holding Village activities not to exceed five (6) times per year. Such request shall not require Tenant 10 cancel any events that were booked prior to the request. Tenant may be entitled, upon fourteen (14) calendar days written notice to the Village Manager to limited possession of the Premises and adjacent facilities to the exclusion of Village for the purpose of holding activities related to Tenant's business including, but not limited 1o, banquets, parties and similar events; provided Village shall still have access to its portion ofthe dub house and the golf course shall remain open to the public. Village and Tenant shall coordinate so that the primary purpose of the Premises and Subject Property that of a golf course, is not compromised. Such request shall not require Village to cancel any events that were booked prior to the request. Village and Tenant shall cooperate in maintaining acalendar for such events. 9^ Cleaning Services. Tenant shall maintain, dean and keep in good repair the interior of the Premises. Tenant shall clean and keep in good repair all kitchen and beverage dispensing equipment (including but not limited to walk-in coolers and freezers, ranges and stoves) and ouLsidegarbage/refuse and storage areas. Tenant shall comply with applicable laws and ordinances that apply to the use of the Premises asa restaurant, bar and lounge. |f Tenant receives any written violations from the Health Officer and does not take corrective action within the time limits prescribed within such violation, then Village may correct the same and invoice Tenant for the actual costs of such corrections. Village shall be responsible for maintaining and cleaning all other outside areas (including parking lots) along with those portions of the Clubhouse, as depicted on Exhibit A ("Clubhouse") and adjacent areas committed to golf play. Except for those items that are the obligation of Tenant, Village shall maintain the Clubhouse, Common Areas and Golf Course in a dean, well landscaped and well maintained manner similar to comparable clubhouses and golf courses in the area. Landlord, at Landlord's expense, shall keep in good condition and repair the Building's root foundations, exterior walls (including painting), and structural condition of 5 interior load bearing walls ofthe Building, as well as the parking lots, vua|kv»aysanddrivevvays, all Building systems including HVAC, plumbing, electrical, gas and sewer and all glass windows and doors. 10. Maintenance of Prol2erty. Tenant is taking the property as-is, subject to Landlord's maintenance and repair obligations set forth herein and Landlord's obligation to complete the Landlord's Work ms provided herein, but nevertheless has examined and knows the condition of the Premises. Maintenance, repairs, replacement, upkeep and disposal of equipment, kitchen equipment and furnishings will be the obligation of Tenant and done in a timely fashion. A list of Village's kitchen equipment and furnishings is attached as Exhibit D. Prior to any replacement of Village's kitchen equipment, Tenant must receive written approval from the Village Manager to replace such kitchen equipment, Village's approval to replace the equipment will not be unreasonably withheld, and any replacement kitchen equipment paid for by Tenant shall become the property VfTenant. Notwithstanding anything here to the contrary, Village shall be responsible for replacing the walk-in coolers and walk-in freezers. Any replacement walk-in cooler or walk-in freezer shall be the Village's property. A request from Tenant that the Village replace or repair nonfunctioning walk-in coolers and walk-in freezers shall not be unreasonably withheld. 11. Tenant will not make any alterations or additions in or to the Subject Property or Premises without receiving written consent from the Village, not to be unreasonably withheld or delayed. Furthermore, Tenant shall not cause any holes, drilled or otherwise created to the exterior mf the Premises or Subject Property. Village shall have a first right of refusal to purchase any equipment that is not a fixture upon the termination of this Lease at its then fair market value. The fair market value of such equipment shall be determined through a fair appraisal of such equipment by an appraiser to be retained and paid by Village. Such appraiser shall not be denied access to perform his appraisal by Tenant. The Tenant shall insure that any alterations or improvements to the Subject Property or Premises comply with the requirements of the Prevailing Wage Act (820 |L[S 130, etseq.). In addition the Tenant shall provide to the Village all documentation required to show compliance with the Prevailing Wage Act. Tenant shall have the right to install a satellite dish on the roof of the Building for the transmittal ofprogramming and/or music into the Premises. 6 12' Facility Improvements The Village shall be solely responsible for the build-out of the Premises and shall do so in accordance with the plans and drawings attached as Exhibit B and Exhibit B+1 hereto and incorporated herein by this reference. Due to the need of the Village to comply with the Prevailing Wage Act (820 |bCS 130, e1seq.), Village will hire all contractors, subcontractors and laborers who perform work on the Premises and process all receipts and invoices therefrom. Such build-out shall beat Village's sole cost and expense. On the date the Village has completed its work on the Premises to the point where the Premises can be occupied and used by the Tenant for Tenant's Permitted Use (the "Date of Substantial Completion") the Village and the Tenant shall inspect the Premises and complete the Tenant's Certificate attached here as Exhibit F Tenant shall be solely responsible for and shall fully reimburse Village for any additional items that are not depicted on Exhibit B and Exhibit B-1, any "upgrades" selected by Tenant listed in Exhibit B-1 or the Bid Documents, change orders not a result of Village, and additional fixtures and signs not depicted on Exhibit 8-1. All improvements and fixtures completed during the build-out described in this paragraph and depicted on Exhibits Band B-1 shall become property of the Village and may not be removed or replaced by Tenant without prior written permission of the Village, such written permission may bewithheld at Village's sole discretion. Tenant shall be responsible for painting the walls, window finishingm and purchasing dishes, artwork, silverware, furniture and equipment used in the operation of the restaurant. The dishes, artwork, silverware, furniture and equipment purchased by Tenant shall remain the personal property of Tenant. As security for Tenant's fulfillment of its reimbursement obligations, Tenant shall deposit with Village a letter of credit in an amount not less than $100,000 in a form reasonably satisfactory to the Village within 10 days of the Effective Date. Village shall release the letter of credit within 60 days after the Rental Commencement Date. Tenant and Village both anticipate the Date of Substantial Completion to be sometime before April 2, 2017; however, if the Date of Substantial Completion occurs sometime after April 1, 2017 then Tenant's sole recourse for such delay shall be the delay in the Rental Commencement Date and Tenant shall be owed no liquidated, consequential or other damages due to a delay in the Date of Substantial Completion, except that in the event that the Date of Substantial Completion does not occur on or before June 1, 2017, and such delay is not caused by Tenant's change order(s), then Tenant may, at its option, upon written notice to Village, request that the first 6 months Base Rent bc reduced by5096. Notwithstanding anything here to the contrary, this Lease, and all the obligations of the Parties hereunder, is conditioned on both Parties approving the plans that shall be attached to this Lease as Exhibit B-l; such approval shall be documented by both Parties by executing that particular Man Approval Certificate attached hereto as Exhibit G. If the Parties have not executed this Plan Approval Certificate by January 1, 2017 then this lease shall be null and void oxifit were never executed to begin with. 7 13.Eens Tenant is responsible for new or replacement signage; provided, Tenant shall not bepermitted to install any signage, without first receiving the written approval of the Village. Any sign that Tenant installs must comply with Village Code and must be removed hv Tenant at Tenant's sole expense upon the expiration of the Original Term, or any Extension Term. The signaQe maintained by Village on Lake Cook Road is primarily intended to identify the Buffalo Grove Golf Club. Village agrees that Tenant may place signage in the same locations as currently exist for the tenant that occupied the Premises immediately prior to Tenant's occupancy. 14. No Unlawful Use or to Endanger Insurance. Tenant will not make or suffer any unlawful, improper, or offensive use of the Premises or Subject Property, or any use of occupancy thereof contrary to any |avv of the state or any ordinance of the Village, State or Federal Government now or hereafter made, or which shall be injurious to any person or property, or which shall be liable to endanger or affect any insurance on the said Subject Property or Premises orto increase the premiums thereof. 15. Coin Operated Amusement and Vending Machines. Tenant may maintain and keep the proceeds of coin operated amusement and vending machines, including video gaming machines. Provided, however,that such machines must comply with the Village's Municipal Code and Tenant must pay and maintain any licenses mr permits for the same. The machines shall be kept in the bar area only with the exception ofm jukebox, ifany. Tenant shall not have a billiard table within the Premises. 16. No Liens. Tenant shall not create or permit to be created or to remain, and shall discharge, any lien, encumbrance or charge caused by it or levied on account of any mechanic's, laborer's or nmateria|nnon's lien, or otherwise (collectively, a "Lien") which becomes lien, encumbrance or charge upon the Premises or surrounding property. Notwithstanding, if any Lien is placed on the Premises or surrounding property, Tenant will take immediate and diligent action to remove the Lien. |f Village judges, in Village's sole discretion, that Tenant has failed to take immediate and diligent action to remove the Lien/s\ then Village shall deliver written notice to Tenant of the same; and upon delivery of written notice Village may take any action to remove the Lien(s) and all expenses incurred in the same shall become Rent which is immediately due. 17' Tenant covenants and agrees that it will protect, save and keep the Village forever harmless and indemnified against and from all injuries, damages, losses, costs, and expenses imposed for any violation of any laws or ordinances, whether occasioned by the neglect of Tenant or those 8 holding under Tenant or any of Tenant's agents, contractors, sub-contractors and the like. Tenant further covenants and agrees that it will protect, save and keep the Village forever harmless and indemnified from all injuries, damages, losses, costs, and expenses caused by acts of negligence occurring on the Premise mr surrounding area or caused by Tenant's actions or omissions on the Premises or surrounding area; provided, however, that Tenant need not indemnify and hold harmless Village from those acts of negligence, damages or injuries caused solely by the negligence or willful and wanton conduct VfVillage. The indemnifications and hold harmless protections provided in this section shall apply tothe Village and its elected and unelected officials, officers, employees, volunteers and agents. Village shall indemnify and hold harmless Tenant from any negligence caused by Village or Village's employees, contractors oragents. 18. Non-LiabilitV of Village. Except aaprovided by Illinois statute, the Village shall not be liable for any damage done or occasioned byorfrom plumbing, gas, water, sprinkler, steam or other pipes or sewerage or the bursting, leaking or running of any pipes, tank or plumbing fixtures, in, above, upon or about Subject Property, Premises or any building or improvement thereon nor for any damage occasioned by water, snow or ice being upon or coming through the roof, skylights, trap door or otherwise, nor for any damages arising from acts or neglect of any owners or occupants of adjacent or contiguous property. 19. Village's Right of Access. Tenant shall permit the Village, its agents, representatives and mortgagees to enter the Premises at all times for any purpose including to make any repairs necessary, provided that when Village, its agents, representatives and mortgagees enter the Premises they shall use reasonable efforts to mitigate any interruption to Tenant's business. 20' No Unlawful Occupancy. Tenant shall not use or occupy, nor permit or suffer the Premises to be used or occupied for any unlawful or illegal business, use or purpose, nor for any purpose or in any way in violation of any federal, state or local law. Immediately upon the discovery of any such unlawful or illegal use, Tenant shall take all necessary steps, legal and equitable, to compel the discontinuance of such use and to oust and remove any persons guilty mfsuch unlawful or illegal use. Without limiting foregoing, Tenant shall forbid all forms of gambling (unless otherwise authorized by the Village) including card playing, betting and other wagering activities which are deemed by Village to be not of suitable character and are prohibited from taking place within or upon the Premises. Video gaming on-site is permissible, in accordance with Local and State Laws. 9 21' "Event of Default" Defined. Time isof the essence regarding this Lease and all of its covenants and conditions. The following events shall bean "Event of Default" hereunder: 1. The failure of Tenant 10 observe or perform one or more of the terms, conditions, covenants or agreements of this Lease and the continuance of such failure for a period of thirty (3O) calendar days after Notice from the Village specifying such failure, unless such a shorter period to cure is identified in this Lease, unless such failure requires work to be performed, arts to be done, or conditions to be removed which cannot by their nature or due to an unavoidable delay reasonably be performed, done orremoved, as the case may be, within such thirty (30) calendar day period, in which case the Village may, at the Village's option extend the time tm cure the Event ofDefault; 2. The failure of Tenant to pay Rent, or any portion thereof, within ten /10\ calendar days of when i1isdue; 3. Premises shall be abandoned, deserted or vacated, closed due to health code violations, or shall not be in the actual possession of Tenant for a period of fifteen /15\ consecutive calendar days, except in the event of making repairs and alterations or in the event of a casualty ordamage caused bymn event beyond the control ofTenant; 4. Tenant shall fail to maintain the insurance coverage, if any, as set forth herein; 5. Tenant shall use the Premises for the commission of felony, misdemeanor or criminal act as defined any law; 6. Any proceeding against Tenant seeking liquidation, dissolution or similar relief under any present or future statute, |avv or regulation shall be commenced and not dismissed within forty-five (45) calendar days, or any trustee, receiver or liquidator of Tenant or of any material part of its properties shall be appointed with or without the consent or acquiescence of Tenant and such appointment shall not have been vacated within forty- five (45) ca|endardays; and 7. Tenant fails to maintain any and all permits, licenses and the like, if any, required by the Village, State or Federal governments with regard to the Permitted Use. Q. Tenant shall violate any rules promulgated by Village or recorded as covenants on the Subject Property, which such rules and covenants do not prohibit the use of the Premises for the Permitted Use. /\waiver by Village of any Event of Default shall not be a waiver Vf the same Event of Default or another Event mfDefault. Upon an Event of Default, the Village shall have the option to either 10 terminate this Lease 10 altogether or terminate possession for Tenant alone while keeping this Lease in full force and effect. In addition, Village may re-enter the Premises of any part hereof, with or ho the extent permitted by law) without notice or process of law, and remove Tenant or any persons occupying the Premises, without prejudice to any remedies which might otherwise be used for past due Rent, repairs and the like, and Village shall have the right to distrain for Rent and other expenses due. Tenant shall pay and discharge all costs, attorney's fees and expenses that shall be caused bya default byTenant. 22. Acceleration and Confession of Judgment. If Tenant defaults then Village is authorized to appear in any court of record and confess judgment against Tenant in favor ofVillage. The confession of judgment may be without notice and process and for any amount due to the Village in this Lease including, but not limited to, Base Rent, Percentage Rent, Additional Rent, other sums due under this Lease and past due sums that have accrued in any lease between the Parties. The confession of judgment will bein addition to other remedies available tVVillage. 23. Use Requirements of Village. During the Term of the Lease, as extended by each Extended Term, if applicable, Village shall maintain reasonable hours of operation appropriate for a public golf course, as determined by the Village in its sole and reasonable discretion. Further, Tenant recognizes and understands the Golf Course's hours of operation will fluctuate and be influenced by maintenance tothe Golf Course (such as green, tee box and fairway replacement), by the season (where the Golf Course will dose during snow seasons) or by weather related conditions (such ao flooding and extreme winds). 24. Riphts Reserved to Village. Village shall have the following rights, each of which Village may exercise without liability to Tenant for damage or injury to property, person, or business due to the exercise of these rights, and the exercise of these rights shall not be deemed to constitute an eviction or disturbance of Tenant's use or possession of the Premises and shall not give rise to any claim for setoff, deduction, or abatement nf Rent mr any other claim: l. To change the name and/or street addresses of the Premises, the Subject Property and the golf club only after not less than ninety(90) days prior notice is delivered to Tenant. 2. Intentionally Deleted. 3. To relocate, enlarge, reduce, or change lobbies, exits, or entrances in or to the Premises and to decorate and to make repairs, alterations, additions, and improvements, structural or otherwise, in or 10 the Premises, the building or surrounding property, and Village may temporarily close public entryways, other public spaces, stairways, or corridors and interrupt or temporarily suspend any services or facilities agreed to be furnished by Village, all without such 11 action constituting an eviction of Tenant in whole or in part and without abatement of Rent by reason mf loss or interruption of the business mf Tenant orotherwise and without in any manner rendering Village liable for damages or relieving Tenant from performance of Tenant's mbUgmdmna under this Lease, and if Tenant desires to have any such work done during other than ordinary business hours, Tenant shall pay all overtime and additional expenses resulting therefrom. 4. To retain at all times, and to use in appropriate instances, keys to all doors within and into the Premises. Tenant agrees to purchase only from Village additional duplicate keys as required, to change no locks, and to affix no locks on doors without the prior written consent of Village. No duplicate keys shall be made; all extra keys will be furnished by Village at Tenant's expense. If the keys provided to Tenant shall be lost or any locks damaged, Tenant shall be liable for the cost of replacement or repair. Notwithstanding the provision for Village's access to the Premises, Tenant relieves and releases Village of all responsibility and liability arising out of theft, robbery, or pilferage. Upon the expiration of the Original Term, or Extension Term as applicable, or of Tenant's right to possession, Tenant shall return all keys to Village and shall disclose to Village the combination of any safes, cabinets, or vaults left in the Premises. 5. To approve the weight, size' and location of safes, vaults, books, files, and other heavy equipment and articles in and about the Premises so as not to exceed the design live load per square foot designated by the structural engineer of Village, and to require all such items and furniture and similar items to be moved into or out of the Premises only at times and in a manner asVillage shall direct in writing. Tenant shall not install or operate machinery orany mechanical devices of a nature not directly related to Tenant's ordinary use of the Premises without the prior written consent of Village. Movement of Tenant's property into or out of the Premises and within the Premises is entirely at the risk and responsibility of Tenant, and Village reserves the right to require permits before allowing any property to be moved into or out of the Premises. 6. To establish controls for the purpose of regulating all property and packages, personal or otherwise, to be moved into or out of the Premises and to establish controls for all persona using the Premises. 7. To grant to anyone the exclusive right to conduct any particular business or undertaking in the Premises. 8. To regulate delivery and type of supplies and services in order to ensure the cleanliness and security of the Premises and tm avoid congestion of the loading docks and receiving areas. 9. To show the Premises to prospective tenants at reasonable hours during the last 6 months of the Original Term and Extension Term or to prospective mortgagees, ground lessors, or purchasers of the golf club at any time and, if vacated or abandoned, to show the Premises to prospective tenants at any time and to prepare the Premises for re-mcoupancy. 10. To erect, use, and maintain concealed pipes, ducts, wiring, and conduits and appurtenances 12 thereto, |n and through the Premises in walls, below the floor, and above the suspended ceiling. 11. To enter the Premises at any reasonable time bm inspect the Premises. 25' No Rent Deduction or Set Off. Tenant agrees that any claim by Tenant against the Village, whether arising out of this Lease, the Subject Prmperty, the Premises or otherwise, shall not be deducted from or set off against any and all rent owed in this Lease. 26. Quiet En4oyment. As long as Tenant is not in default hereunder,then, subject to the other terms and conditions of this Lease, Tenant shall not incur any manner of hindrance or interference with its quiet enjoyment, possession, and use from Village, subject to the provisions of this Lease and to the provisions of any (a) easements, licenses, covenants, conditions, and restrictions of record, including without limitation, any and all reciprocal easement agreements, development agreements, declarations of covenants, conditions, and restrictions of record, as the same may be amended or modified from time totime, and (b) any mortgage, ground lease or other lien, or restriction of record towhich this Lease is subordinate or may be subordinated (collectively "Superior Encumbrances"). In any case, this Lease shall be subordinate to each of the Superior Encumbrances, and Tenant agrees for itself and all persons in possession or holding under it that it and they will comply with and not violate each such Superior Encumbrance. Village reserves the right, from time to time, to grant such new oradditional easements, rights, and dedications as Village deems necessary or desirable and to cause the recordation of parcel maps and covenants, conditions, and restrictions affecting the Premises. At Village's request, Tenant shall join in the execution of any of the aforementioned documents. 27' Intentionally Omitted 28. Rent After Notice or Suit. It is further agreed, by the Parties hereto, that after the service of notice, or the commencement of a suit or after final judgment for possession of the Premises, Village may receive and collect any rent due, and the payment of said rent shall not waive affect of said notice, said suit, or said judgment. 29' PaVment of Costs. In any lawsuit or proceeding over this Lease or Premises, the prevailing party shall collect from the non-prevailing party all costs (including attorneys' fees, paralegals' fees and court costs) that were incurred by the prevailing party in such lawsuit nrproceeding. 13 30. Rights Cumulative. The rights and remedies of Village under this Lease are cumulative. The exercise oruse of any one or more thereof shall not bar the Village from exercise or use nf any other right or remedy provided herein or otherwise provided by law, nor shall exercise nor use of any right or remedy by Village waive any other right orremedy. 31. Fire and Casualty. In the case the Premises shall be rendered untenantab|e during the term of this Lease by fire or other casualty not the fault of Tenant, Village at its option may terminate the Lease or offer a suspension of Tenant's obligation to pay Rent until such time as the Premises is repaired. Village shall notify Tenant of its decision within fourteen (14) calendar days of the date upon which the Subject Property was rendered untenantab|e. If Village elects to repair, this [ease shall remain in effect provided such repairs are completed within sixty /60\ calendar days, with Tenant's payment obligations suspended until repairs are completed. If Village shall not have repaired the Premises within sixty /60\ calendar days then Tenant may terminate this Lease with neither party owing the other any further obligations. |f this Lease is terminated bvreason of fire or casualty as herein specified, Rent shall be apportioned and paid to the day of such fire or other casualty. 32' No Waiver. No failure by Village to insist upon the strict performance of any covenant, agreement, term or condition of this Lease or to exercise any right or remedy consequent upon a breach thereof shall constitute a waiver of any such breach or of such covenant, agreement, term or condition. No covenant, agreement, term or condition of this Lease shall bewaived or modified except by a written instrument executed by the Parties. 33. Warranties and Representations. Each Party hereto warrants and represents to the other Party that (a) it has full power and authority to execute and deliver this Lease and (b) the execution of this Lease will not violate or constitute a default on its part under any agreement to which it is a party or by which it is bound. 34. All notices, demands, requests, consents, approvals and other communications required or permitted to be given hereunder (a "Notice") shall he in writing and shall be deemed effective three /3\ business days after mailing if mailed by certified mail with return receipt requested and immediately if served personally. All Notices shall be sent or delivered aafollows: |ftmVillage: Village of Buffalo Grove 5ORauppBoulevard Buffalo Grove, IL 60089 14 ATTN: Village Manager IftoTenant: Mr.Salvatore Carclmme c/o Mambo ka|ianV0storante 748S. Butterfield Road Mundelein, IL 60060 35. The captions of this Lease are for convenience of reference only and in no way define, |inni1 or describe the scope Vr intent of this Lease nor in any way affect this Lease. 36' Entire Agreement. This Lease contains all the promises, agreements, conditions, inducements and understandings between the Village and Tenant relative tm the Premises and Subject Property, and there are no promises, agreements, conditions, understandings, inducements, warranties or representations, oral or written, expressed or implied, or concessions as defined by 765 |LCS 73Oet seq. between them other than as set forth in this Lease. 37. Invalidity of Certain Provisions. If any term or provision of this Lease or the application thereof shall be invalid or unenforceable, the remainder of this Lease shall not be affected thereby, and each term and provision of this Lease shall be valid and enforceable to the fullest extent permitted by law. 38. Governing Law,Jurisdiction and Venue. The parties agree that Illinois Law shall control the interpretation and enforcement of this Lease, the exclusive venue for claims brought under this Lease shall be the Circuit Court of Cook County and the Parties hereby submit to the jurisdiction of such Circuit Court. 39. Sublet,Assignment. Tenant shall not transfer; assign; sublet; enter into any franchise, license, or concession agreements; change ownership urvoting control; mortgage; encumber; pledge; orhypothecate all or any part of this Lease, Tenant's interest in the Premises, or Tenant's business (collectively °Transfer") without first obtaining Village's written consent, which may be withheld for any reason or no reason. Any transferee after Transfer (a "New Tenant') shall be liable, jointly and severally, for all obligations under this Lease. It shall be a Transfer if Tenant aUmxvs any vendor tm market any service or product at the Subject Property orPremises. Any Transfer other than as permitted in this section shall be null and void. Any guaranty of this Lease shall remain in full force and effect before and after any Transfer; provided, however, that Village may, at its option, require each guarantor under any outstanding guaranty of this Lease to reaffirm such guaranty asa condition tm giving its consent to any Transfer. 15 40. Authorized Representative/General Manager. The only authorized agent of the Village shall be the Village Manager, unless so noted in this Lease. The authorized agent(s)for Tenant shall be Sa|vaLoneCandone. 41. This Lease may be amended only in writing with approval of the Village and Tenant. 42. No Recording. The Parties agree that this Lease shall not be recorded with Recorder of Deeds in the county where the Premises are located. 43' This Lease shall be executed by the Parties in any number of counterparts, each of which shall be deemed an original, but all of which together shall constitute an original instrument. 44. Environmental Matters. "Environmental Law or Laws" shall mean any and all federal, state, or local laws, regulations, ordinances, rules, orders, directions, requirements, or court decrees pertaining 10 health, industrial hygiene, or the environmental conditions on, under, or about the Subject Property, including, without limitation, the Resource Conservation and Recovery Act of 1976 ("RCRA"), 42 U.S.C. §6901, et seq., as amended, and regulations promulgated thereunder; the Comprehensive Environmental Response, Compensation, and Liability Act of 1980 ("CERCLA"), 42 U.S.C. §9601, etseq, as amended, and regulations promulgated thereunder; the Hazardous Materials Transportation Act, 49 U.S.C. §5101, et seq., as amended, and regulations promulgated thereunder; the Toxic Substances Control Act, 15 U.S.C. §2601, et seq., as amended, and regulations promulgated thereunder; the Federal Insecticide, Fungicide, and RodendcideAct, 7 U.S.C. §136, etaeq, as amended, and regulations promulgated thereunder; the Federal Water Pollution Control Act ("Clean Water Act"), 33 U.S.C. §1251, e1 seq., as amended, and regulations promulgated thereunder; the Safe Drinking Water Act of 1974, 42 U.S.C. §300f, etse4, as amended, and regulations promulgated thereunder; the Oil Pollution Act of 1990, 33 U.S.0 §27O1, etseq.; as amended, and regulations promulgated thereunder; the Clean Air Act, 42 U.S.C. §7401, etseq, as amended, and regulations promulgated thereunder; the Emergency Planning and Community Right-to-Know Act of 1986, 42 U.S.C. §11001, et seq., as amended, and regulations promulgated thereunder; and all parallel, similar, or relevant Laws. "Hazardous Materials" shall mean any "hazardous waste" as defined in RCR/\; (ii) "hazardous substance" as defined in CERCLA; (iii) petroleum or liquid petroleum or wastes; and (iv) any 16 other toxic or hazardous substances that may be regulated from time to time by applicable Environmental Laws. Tenant shall defend, indemnify and hold Village and its agents harmless from and against any claims, demands, penalties, fines, liabilities, settlements, damages, costs or expenses (including without limitation, attorneys' and consultants' fees, court costs and litigation expenses) of whatever kind resulting from the presence, disposal or release of Hazardous Materials or violation of any Environmental Laws caused by Tenant, Tenant's agents, contractors and subcontractors. 45. Insurance Requirernents. Tenant shall maintain all insurance as provided for in Exhibit C. Any insurance acquired under Exhibit [ will list the Village asan additional insured and loss payee and that Village will receive a notice thirty (30) calendar days prior to the expiration of the policy. |f, at any time, Tenant fails to maintain the insurance required by Exhibit (, such failure shall constitute an Event of Default and Village shall have the right to obtain such insurance on behalf of Tenant, in which case the Tenant shall reimburse Village for the cost of such insurance. Village shall maintain general liability insurance in an amount not less than $2,000,000 and covering the Subject Property. Village shall list Tenant as an additional insured under its insurance policy. 46. This Lease is subject and subordinate to all present and future ground leases, underlying leases, liens or mortgages now and after this date in force against the Subject Property and to all renewals, modifications, consolidations, replacements, and extensions of such ground leases, underlying leases, liens and mortgages. While the provisions of this section are self-executing, Tenant agrees to promptly execute any further instruments as shall be requested by Village in confirmation of such subordination. 47. ' Tenant shall execute within five (5) business days of being sent the same by Village, an estoppel certificate acknowledging, amongst other things: (a) this Lease is in full force and effect and has not been modified except as represented by Village; (b) there are no uncured defaults in Village's performance hereunder; and /c\ the remaining term of this Lease. Tenant agrees that the foregoing estoppel certificate may be relied on by anyone holding or proposing to acquire any interest in the Subject Property from or through the Village, including any prospective mortgagee. 17 48. Brokers. Village and Tenant both covenant and agree that no broker, finder or other person have been used in this transaction and that both Parties shall hold harmless and indemnify the other from any claim of any broker under this Lease. 49. No Accord and Satisfaction. No payment by Tenant, or receipt by Village, of a lesser amount than the rent or other payments due herein provided shall be deemed to be other than on account of the earliest rent or other payment due and payable hereunder, nor shall any endorsement or statement on any check, or letter accompanying any check or payment, as rent or other payment be deemed an accord and satisfaction. Village may accept any such check or payment without prejudice to Village's right to recover the balance of such rent or other payment or pursue any other right or remedy provided in this Lease. 0. Relationship. Nothing contained in the Lease shall be deemed or construed by the parties or by any third person to create the relationship of principal and agent, partnership, joint venture, or any association between Village and Tenant other than that of landlord and tenant. 51. Intentionally Deleted. 52. Conflict of Interest. Tenant represents and certifies that, to the best of its knowledge, (1) no Village employee or agent is interested in the business of Tenant or this Lease; (2) as of the date of this Lease neither Tenant nor any person employed or associated with Tenant has any interest that would conflict in any manner or degree with the performance of the obligations under this Lease; and (3) neither Tenant nor any person employed by or associated with Tenant shall at any time during the term of this Lease obtain or acquire any interest that would conflict in any manner or degree with the performance of the obligations under this Lease. 53. o Collusion. Tenant represents and certifies that (1) Tenant is not barred from contracting with a unit of state or local government as a result of (a) a delinquency in the payment of any tax administered by the Illinois Department of Revenue unless Tenant is contesting, in accordance with the procedures established by the appropriate revenue act, its liability for the tax or the amount of the tax, as set forth in 65 ILCS 5/11-42.1-1 et seq.; or (b) a violation of either Section 33E-3 or Section 33E-4 of Article 33E of the Illinois Criminal Code of 1961, 720 ILCS 5/33E-1 et seq.; and (2) this Lease is made by Tenant without collusion with any other person, firm, or 18 corporation. If at any time it shall be found that Tenant has, in procuring this Lease, colluded with any other person, firm, or corporation, then Tenant shall be liable to Village for all loss or damage that Village may suffer, and this Lease shall, at Village's option, be null and void. 54.-Sexual Harassment Policy. Tenant certifies that it has a written Sexual Harassment Policy in full compliance with 775 ILLS 5/2-105(A)(4) and it is in compliance with the Illinois Drug Free Workplace Act (30 ILLS 580/2). (Signature Page Follows) 19 IN WITISIM WHEREOF, the Parties hereto have caused this Lease to be executed as of the Effective Date. Village of Buffalo Grove, BRI Incorporated, an Illinois Municipal Corporation An Illinois corporation Name: Dane Bragg . 0 UPI Title:Village Manager Title: Date: 12/9/2016 Date., EXHIBIT A PREMISES 0 -z -T, it T g P-1 ED -7- 0 V, M UL c �, Redo diagonal lines in the box to start at bottom left to top right. 2 EXHIBIT B FACILITY IMPROVEMENTS PLANS For all the below work,any finishing,equipment and materials will be of the standard,kind and quality required for a first-class restaurant and bar at a golf facility as determined by the Village in the Village's sole but reasonable discretion. Kitchen Remodeling: 1. Remove and replace kitchen equipment; 2. Remove existing quarry tile flooring to subfloor; 3. Install new flooring; 4. Relocate air compressor for the walk-in refrigerator; and S. Remove existing bathroom/toilet room in the kitchen and cap the existing plumbing therefore. HVAC 1. Replace existing unit. Plumbing 1. Re-line existing collapsed sanitary line; and 2. Provide new exterior sanitary line from new bar area to grease trap. Bar 1. Demolish and remove the existing bar; and 2. it new bar along west wall. Restaurant 1. Remove existing flooring all the way to the subfloor; 2. Repair subfloor if necessary or if any cracks; 3. Remove dividing wall separating the private party room; 4. Remove existing screen on the skylights and tint same; S. Remove and replace all lighting; and 6. Remove and replace ceiling tiles and grid. Common Bathrooms 1. Remove and replace floor tiles,wall tiles and ceiling grid or tiles; 2. Remove and replace toilets,sinks and faucets; 3. Remove and replace bathroom counters; and 4. Remove and replace toilet partitions and doors. The above work is more thoroughly detailed in the plans drawn by JTS Architects and dated December 7 2016. 3 EXHIBIT -1 PLANS DRAWN BY ITS ARCHITECTS AND DATED Drc rs .2016 4 PROJECT LOCATION MAP INTERIOR / EXTERIOR RENOVATIONS FOR BUFFALO GROV �� Ij PRO.IE %LOCATIOIO N F 48 RAUPP ROAD 4 BUFFALO GROVE. ILLINOIS 60089 H SYMBOLS ABBREVIATIONS CODE INFORMATION DRAWING INDEX GENERAL NOTES �* 1.APPLICABLE CODES AND STANDARDS GENERAL INFORMATION u z, r y i i SECTION{DETAIL NOTATION PARTITION SYMBOL O P; ARCHITECTURAL 4 w - i' U. A ,....r A',d ,n ."�:;: u r.r 2.PROJECT DATA cx A+.e - 4- -_- u.� �n I.v ar. .. Lu0 DETAIL SYMBOL ELEVATION SYMBOL ' 4 i R •, ^ MECHANICAL .� x.: M s , MECHANICAL DEMO PLAN 5 EOHANICAL AA.NAN ( � 2 ME—NI .. PJ+N My MECHANICA..,-SCHEUU._ES .. S]p [W)-+; U,w BUILDING SECT ION IMeiPLUMeINC _ ,. _ ,. � .. �rv, t � �2 Q PN P- AT '.A.VTPtfiN m PLt L"fJ UM M RiM1 N C,oEr s FIRE PROTECTION NOTES ._._. AL rn_ouLES DOOR SYMBOLS -- ELECTRICAL - --- _. i{SAL..i M O lPLi�N wiM. OF PLAN zOO1 NAME&NUMBER 3.FIRE RESISTIVE RATINGS uN - x��pnu 1 i r . . ..... DEMOLITION . . . . ELEVATION MARKER 4.INTERIOR FINISH CLASSIFICATION a � S a i v< MATERIAL LEGEND 65bk r -I ARCHITECT'S CERTIFICATION ti mm, 1 G1.0 IIII }III _ \ T r� may " DOOR CLEARANCE DETAILS OODR HARDWARE DETAILS irWi ,n V• z s :,� 7 �,n uu■ Q Ty � �Ir � , n ,�j 7 � j :, y EXIT ;J I L° iiuoi, r TACTILE SIGNAGEt SYMBOLS DETAILS a, ci���6it 0 t<1 TOILET FIXTURE DETAILS IL' l/w/k, r ._.,., r.. OWN// r 1 TpILETAGCESSQRYDETAILS 2 HC REACH DETAILS �,PROT-MIG.BIECT DETAILS nTiP.ESH:)L-'DETF.i'_S 1'1 y DEMOLITION NOTES DEMOLITION KEYNOTES I r¢. iI EI J ;�7 C x ✓r�5,z „n'll�� e /t` r � yVs `u?�E ten, -�. / ' CXI$T I OEMO PARTIAL GXTGRIOR ELEVATION EXIST/7E+AO PARTIAL EXTERIOR FI.>V.ATIDN 2 .0 \\ n 0 `-J o a j cmmnmm\\\mR�R - e.u,x „,E+, „c,aw,esm ”- {L s im�am�m�mmm� O,` ml lu i w wa \ £ � G I i� u�nmmmymaigimnnmiinm %�h7/ mi -(�)�"` 3 g I N ����v����\»�l I x11 `y, �� ��uuuu.�r[%4 mimtiirmnii � � e >vv�y;���.,f �,✓. _. j r i 'mu�um�ma�cumm�v�wa` . ' r ,EXIST I OCMO ILOnR PLAN �� I / I i� �.. � � � � �I. _ - -i I•- - 1- i it i., - I - - � F I Y� s i� III ill I"I� I ill ' I I� it LI I I' �J IIAe � 1� III CALF CLUB ARTIAL EXTERI R ELEVATION - DEMO SECTION SECTION ."iEt.ip'! PARTIAL EXTERIOR ELEVATION P O M1 5 G h' Qo- v�r i Al2 J 4s Al I , /� I 7 w. �R I o h W rc L6 P m ; 3 _ I �— QI l7 # I F ..1, �x R S r Y Fi r -1 -- --- - - - i li oc 4S I n•x /`� tr. ` s A1.1 �f 1 FLOOR P AN i� R : �E a 7i ELEVATION-5AR y ELEVATION-BAR T Ib BAR EQUIPMENT SCHf6l,LE P +.rwim.mTm- i --- O i � Cww .y a E=E`✓kTl^N-BAR ELEVATION-BAR IL f / V l c r, -- A,.n Cam. All F fs P 4 __ mac_ ti �� 9 SECTION-9AR EG'fiGN-BAR z ENLARGED PARTIAL FLOOR PLAN-LA.St ENLARGED PARTIAL FLOOR PLAN-3AR A1.2 --H Lin iii j > BUFFALO GROVE GOLF CLUB INTERIOR I EXTERIOR RENOVATION TSARCH I T E c T S 1fi lllllF-UL—RD I n i i H3 NJ N mommommumm"MMEME 00 no ■ ■MMI moommummommam monummommumom ONE °nuniiiiiiiiiiiiiiiiiiiiiian ®� SENSE MEMENAMMMUMMER KMENOMONEE fflff I --H Lin iii j > BUFFALO GROVE GOLF CLUB INTERIOR I EXTERIOR RENOVATION TSARCH I T E c T S 1fi lllllF-UL—RD I H3 --H Lin iii j > BUFFALO GROVE GOLF CLUB INTERIOR I EXTERIOR RENOVATION TSARCH I T E c T S 1fi lllllF-UL—RD I h�%n= I, p-x, E3 —. x; - -—F-- 71 E.z, s x�. � r — 1 L.T _ �. Ti �C 04T ERIOR ELEVATION-MEN r,INTERIOft ELEVATION-MEN &; 5 INTERIOR ELEVATION-MEN i a r � ri •� _ 71 I- -. NT=ftiCR ELEVATION-WOMEN INTERIOR ELEVATION-WOMEN ,INTERIOR ELEVATION-WOMEN 5 INTERIOR ELEVATION-WOMEN J ; �•' IT x ,a '° y J us W a C F2 m. �JJ (� „ JF Q) cl) � < - e*z,nme {I ust � flx'. A1.4 I ENLARGED PARTIAL FLOOR PLAN-TORETS ! INTERIOR FINISH LEGEND ROOM FINISH SCHEDULE ROOM FINISH NOTES :.; n I l , 1 „ s I ITT,,I « - «c+uv t v a i sr r Q Lu Lu ON am ,r «C) .. a 3' o no p. 1 FIN'HILIX-,— N-FLGGRS 4✓ Al.J S� [m r r s • xf I w Z ELEV-WAINSCOT TYPE 1 3 ELEV-WAINSCOT TYPE 2 4 ELEV-WAINSCOT TYPE 1 $ ELEV-WAINSCOT TYPE 3 l� a l 8 E Z ? J O w rK 9 16M. ' i •��)� � t9 uN7 I •F �� f0 y 1) \Jj� � X.lT 1(Y Y f�X T' ��FX �✓�S CP'�' '� a f f!J 1c � ae roll - h ML r•J,, - �i dk e DETAIL-WAINSCOT TrPI FINISH ELOORPLAN-WALLS Al`6 �� �J 09 IN Z 7's 0 ,P 0 0 r. EH E �u 3 BUFFALO GROVE GOLF CLUB INTERIOR I EXTERIOR RENOVATION --l— 6J—GR-E,lLUN- JTS I T�c I s aF SI Fil P I .1- J-L r. EH E �u 3 BUFFALO GROVE GOLF CLUB INTERIOR I EXTERIOR RENOVATION --l— 6J—GR-E,lLUN- JTS I T�c I s aF !'Zv NVIa ONnlaa aaA�a»3a �' --- �d -- — ay -- --- I. 5-7-01 - �- =p W-viv 11 fin' �r�' r:�'"✓°� 'S�s��'---�terr,�,1�` - -�a a es J __ � � I'I � � �� I o . 0 5 a i d ✓ f _ I Z1— ?6 - — A I`Jl n. { E7) ——— „m0 �I u.I Vr jl N 3� .1 pi 3� y! .j E± jd e 64. i F Will aetwt'xx Mn (t i h� CANOPY MUSS PROFILE PARTIAL FRAMING PLP.N�CANOPY _ .,,n 9 n U Q o �S x ttt+RS W t it C:ivFY O w t �� All e F x ..+,mats.. x 0 W 't Sl u:�` W Q !� 1 = �:sru k; � .�s•JU���; � u x5 x �x a i ,.gas PI TFJ FLU15 Y A4.Q AN df (DCOPY SECTION CANOPYSECTION 'I ssa DOOR SCHEDULE HARDWARE SCHEDULE EiF I I E o T g�0<q �z A s w o?z--ES wo It U.O w M z _ o �4 x �I3 MILLWORi(DETAIL-NP ' M1=t.€.�ORK DE7AIL.-GAMING- w,E /2/. iLL K , .`,?Pei. SF Z R�"� EPDXY ILI,,,11ET111-1- 1 INTERIOR DET"". DRAWING NOTES l i C2) ZA ND a. I i I I 1— I r In 1 y I 2 ®C) I ?_ o Wr o _ a� L6 F- CID t� `k 5 d� - ppi S� G F' $ ^' 1 is DOEMOLITION PLAN-iJiECHANICAL lT\ � :r ow : mAW m NOTES < «D ^ «« . . . .. . . . . . 22> \ � : y== • .._ „ , > « .--L \ \ � B!/ \ LIJI U.\) © 0. ©! 2E \ ■§ \ . )}_ \ \ ^ \ � ( \ i {, \ \ , !\ \ /\. - 1 ALom IIIA. m ` DRAWING NOTES .MrM.1i—wn u zu f at r44o Wx t I I I , , ,,�- Ll 3 � - .': — w 1 � � � 1 I I 1 rX ct , I� � i I r ! I I �I 1.1 � v-I �_ I I I I J n - I T7 z ,3 r Ilr-�� j m I'1 I I N �MECyANICAI OLICTWORK PLAiJ fI GENERAL MECHANICAL NOTES `E ROOFTOP UNIT SCHEDULE I ,�+1 f[ v s r I ii[uxe ZI , Ib t) y n ` om•rrrm�a � ry 0 WAS I' AIR DEVICE SCHEDULE to �t OVA too _ O 0 Z t4 moo;; w o- ;E ,.. I LTAW too KKZKN�vwl r� k , -> i3 ld DRAWING NOTES v �,o4-a��i� mV, of __ '� I� �� x«e z,cM+•s 1: IN � � _ _ �_. ��n3r,�n7�« .F rn�.k a.,•:s.U�,�.�r>:.:�� cs [¢ r J , ; _1� E �i•,-mman,,,.rmau v'Div„ �/�pii iini� ?Q tl, MC ............. ._...I. iv1 i�im i _ - — _ l� O w OC� t9 w t? a 4 a L6 H'w i. 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U 4,s craouo-+..,,anoe # Ll v ani F,m:m gN eu:ar<„ra 5 tea. e» re- ALTERNATE 911 ao , 25a2N�ru ,x x PI y uu a.r r �r ,a»raa�xrrr m — o L6 Qo w n xa rFaar arF�xr at»r r_r �.,.�. ara�, r»r a r 19 F- vuve_sxaixc�awx zx�.xn..uv.xore�v.v,.,.. W ��� noxvo ».e»rves,a» nice � �4 z x.vnar.v,r acw�a� axrc na,u.a,„au�r � ## T SYMBOLS_ Rav ouw..n oa.c»ur t0 rc:s*.vec.c res_cun 5 _ 77""" .rm aacr 3 — sceiwu+.nah rxi tu.uo rn.r»Fnr. ur:araNa. ABBREVIATIONS , .M PA Zl- 2858 S, a DRAWING NOTES r r xsl N . L2� �6y1 �4� \5/ V6J - s o v - �� e I 1 Q _ I 1 P� L � i I'i F I � L•�_; •��� �� ♦� i '� �.�1�� noxoarc ,1�� �o:noN�c I I maa I � 1 may. I • I 11 t F I g �r �0 uj , II \J ` J. o� w 127., ql L e mP, ;i III" t; I� f, 7` 1�ll ii .ire m,a (,DEPVICLiTION PLAN-ELECTRIGAi. �� 7 3= u zese > G) cn M $3, BUFFALO ■GROVE GOLF CLUB [OR/EXTERIOR RENOVATION JTS...k,I T E T �Z�, m r�re�e3Annod� oz•�zrzs, '. a I z t s iP s« TT Ile:l KI 5E c � t 11 —— ❑ m U d 3 naN N' lf� y II �1 t.N;t X tiN3.�'0, ,LJ. ati dtt4 t W. 4iV'k:Y+Ld yy ,e ` M � a H ty - r 61 SalON 0114� x Pi { - _ _ \ § \ \{ \\) \ BUFFALO GROVE oLF C w:» INTERIOR EXTERIOR RENOVA mw —D : .1 � \ { p} \ y> \\ \\) \ \) j \2} 2 § - \\ » »%\ - . \ F GENERAL ELECTRICAL NOTES r� mz c UJ > � u LIGHTING FIXTURE SCHEDULE 11,10 X E4 EXHIBIT C INSURANCE REQUIREMENTS Tenant releases Village from any and all liability or responsibility for any loss or damage covered by the insurance provided in this Exhibit C. Further, Village shall not be responsible for any damage occasioned, amongst other things, by bursting, stopping, leaking or running of any systems, facilities or pipes in or about the Subject Property, and Tenant agrees that all property kept at the Premises is so kept at the risk of Tenant. Tenant shall require their respective insurance companies to include a standard waiver of subrogation provision in their respective policies. During the Term, or Extension Term if applicable,Tenant shall maintain the following insurance in the following amounts: A. Worker's Compensation at the required statutory levels; B. Dram Shop ($1,000,000); and C. General Liability ($1,000,000/$2,000,000 bodily injury and property damage). Village shall provide fire and extended coverage on the building and its contents which insurance policy shall contain a waiver of subrogation against Tenant. Tenant shall pay Village the cost, if any, of said waiver of subrogation endorsement on a pro-rated basis. Tenant will be responsible for providing its own insurance to cover its equipment and inventory. Evidence of such insurance shall be provided to the Village. 5 EXHIBIT D VILLAGE'S FURNISHINGS AND EQUIPMENT The following represents an inventory of current equipment and furnishings at the Buffalo Grove Golf Club owned by the Village and dedicated to food and beverage service: Cooking Equipment Description Location Refrigeration/Freezer Description Location Hobart Walk in Reffigerator#1 Kitchen-Prep Area Hobart Walk in Refrigerator#2 Kitchen-Prep Area Hobart Walk in Freezer#1 Kitchen-Prep Area Harford Walk in Reffigerator#3 Outside back door Kitchen Equipment Description Location Dishwashing Sink(U shaped) Kitchen- Dishwashing Area w/Hobart Dishwasher Exhaust Hood Kitchen-Cook Line Misc. Equipment Description Location Built in Bar Bar Area Monument Signage Front Entrance Signage Lake Cook and Raupp 6 EXHIBIT E GUARANTY OF LEASE This Guaranty of Lease ("GuanantV") is made and signed on the 5th day ofDecember, 2016 by Salvatore Carclone ("Guarantor"),who is the President of BRI Incorporated,to and in favor of the Village of Buffalo Grove, Illinois, an Illinois Municipal Corporation (°WiUage"). WHEREAS, 0R| Incorporated, an Illinois corporation, ("Tenant") desires to rent from the Village some property on the terms and conditions of that particular Restaurant Lease executed between Tenant and Village, dated December 5th, 2016 ("Lease"), the Lease being incorporated herein by reference; WHEREAS, Village has required Guarantor to execute this Guaranty as a condition to and in consideration for Village entering into the Lease with Tenant, and Village vvmu|d not enter into the Lease if this Guaranty was not executed; and WHEREAS, Guarantor, as the President of Tenant, will derive direct or indirect benefit from Village entering into the Lease with Tenant. NOW, THEREFORE, in order to induce Village to enter into the Lease and for other good and valuable consideration,the undersigned Guarantor agrees asfollows: l Guarantor absolutely, unconditionally, and irrevocably guarantees to Village (a) the prompt payment ofa total of$1@G,DUO.0Oin Base Rent, Percentage Rent and Additional Rent payments over term, whether Original Term or Extension Term, and payment of the costs described in Section 12 of the Lease and all other sums and charges payable by Tenant under the Lease ("Payment Obligations"), and (b) the full and timely performance of the Lease's covenants, terms, conditions, and agreements that are to be performed and faithfully observed by Tenant ("Performance Obligations", which, together with the Payment Obligations collectively from time twtime hereinafter are referenced as the "Obligations"). 2. in the event of a default by Tenant under the Lease, Guarantor hereby covenants, warrants, promises, and agrees with Village (a) to make the prompt payment of the remainder of the Tenant's Payment Obligations; (b) to perform promptly and fully the Performance Obligations that Tenant has agreed to perform and carryout; and (c) to indemnify Village and to hold Village harmless from any loss, costs, or damages arising out mf any failure 6y Tenant to pay or perform any Obligation, including, but not limited to, the payment of Village's attorneys' fees, court costs, and any other cost of performance or collection. This Guaranty iya continuing guaranty ofpayment and performance to and through the final termination of the Lease. This Guaranty is not conditional or contingent on any attempt by Village to collect from Tenant or on any other condition or contingency. 3. Guarantor waives any requirement that Village first (a) proceeds against Tenant, (b) pursue any rights or remedies with respect tothe Lease, (6 proceed against or exhausts any security or lien that Village holds from Tenant, or (d) pursue any other remedy, Guarantor acknowledges that Village has the right herein to enforce this Guaranty even if Village may accept additional security from Tenant and even if the terms, conditions, and agreements of the Lease may be modified or altered after the Effective Date of the Lease. 7 4. Guarantor waives and releases (a) any right of setoff, counterclaim, deduction, or credit against amounts that are due under this Guaranty, (b) notice of the acceptance of this Guaranty, (c) notice of Tenant's default, and (d) the right to interpose all substantive and procedural defenses of the law of guaranty, indemnification, and suretyship. Guarantor retains the right to advance the defenses mf prior payment or prior performance. G. The liability of Guarantor under this Guaranty is not waived, released, discharged, impaired, or affected by (a) any waiver or failure to enforce or delay in enforcing any of the Obligations, (b) extending applicable time frames to the Tenant (d the assignment of the Lease or the subletting of the property by Tenant with or without Village's consent, (d) the end of the Lease term, (e) Tenant's holding over of the premises, (O any merger, reorganization, release, or discharge of Tenant or any other guarantor in any voluntary or involuntary receivership, bankruptcy, or creditors' proceedings, (Q) the rejection of the Lease by any party in any action or proceeding, including bankruptcy and insolvency proceedings, (h) the release of any collateral or security held for the Obligations, (|) the release of any one Guarantor, if there is more than one guarantor, and (j) any defect or invalidity of the Lease or failure of the Tenant to occupy the Premises. The liability of Guarantor is not waived or released by Village's repossessing, reentering, or re-letting the Premises. Village promises to the Guarantor that it will use efforts required by law to mitigate any damages caused by Tenant's failure to honor fully the terms of the Lease. 6. Guarantor's liability is not released by any modification or amendment to the Lease; nor iaGaurantor's liability conditioned upon Tenant entering the Premises, 7. Guarantor promises prompt payment of Village's reasonable attorneys' fees, costs, and expenses incurred in collecting or attempting to collect on this Guaranty, whether or not litigation was utilized or completed. All of Village's rights and remedies under this Guaranty are cumulative and may be exercised singly urconcurrently. 8. This Guaranty remains in full force and effect from the date above until all Obligations have been paid or performed to the reasonable satisfaction of Village.While any promises or obligations remain unfulfilled by Tenant, the Guarantor waives any right to enforce any remedy that the Guarantor now or hereafter shall have against Tenant. 9. This Guaranty of Lease may not be changed, modified, discharged, or terminated orally or in any manner other than by a written agreement signed by the Guarantor and Village. 10. This Guaranty shall terminate and be of no other effect upon the death of the Guarantor. 11. The singular herein shall include the plural and the use of any gender shall include all genders or neuter as the case may be. 13. This Guaranty is entered into in the State of Illinois and shall be governed by and construed in accordance with the laws of the State of Illinois. Any legal matters or dispute shall be resolved in the Circuit Court of where the Subject Property islocated. 8 13. If Guarantor consists of more than one person or entity, the liability of each person or entity is joint and several and all Obligations hereunder are the joint and several obligations of each Guarantor. 14. Required notices under this Guaranty, if any, shall be delivered by certified mail, return receipt requested, to the addresses of the parties as set forth in Section 34 of the Lease. For sake of clarification, any notice needing to be sent to the Guarantor(s) shall be sent to the Tenant; Any notice sent to the Tenant shall be deemed also sent to the Guarantor(s). 15. If any provision of this Guaranty or the application thereof to any person or circumstances shall,for any reason and to any extent,be invalid or unenforceable,the remainder of this Guaranty and the application of that provision to other persons or circumstances shall not be affected but rather shall be enforced to the maximum extent permitted by law. This Guaranty shall be construed without regard to any presumption or other rule requiring construction against the party causing this Guaranty to be drafted. IN WITNESS WHEREOF,this Guaranty is executed and delivered on the date set forth below. Guarantors Village Salvat Car Village of Buffalo Grove, an Illinois unicipa Corporation By: Dane Bragg, Village Manager Notary Public r Notary Expiration Date 0FR N��a�ansen jC Cnmmiasion ., Ohu bv�/t V19 9 EXHIBIT F TENANT'S CERTIFICATE [to be completed upon Substantial Completion] BRI Incorporated 48 Raupp Boulevard Buffalo Grove, Illinois 60089 RE: TENANT'S CERTIFCIATE To the Village of Buffalo Grove: This Tenant's Certificate ("Certificate") is made in compliance with that particular lease executed between BRI Incorporated, an Illinois corporation, ("Tenant") and the Village of Buffalo Grove ("Village")with an Effective Date of 5th day of December,2016("Lease"). All capitalized terms in this Certificate that are not defined herein shall have the same meaning as they do in the Lease. Tenant hereby certifies to Village that: 1. Village has substantially completed the build-out of the Premises in compliance with Exhibit B and Exhibit B-1 of the Lease as of—/.—/2017 which,in accordance with the Lease,is the Date of Substantial Completion-, 2. The Rental Commencement Date shall be the earlier of the date Tenant opens for business or ____1_/2017,one month after the Date of Substantial Completion-, 3. Notwithstanding the Rental Commencement Date, the Tenn Expiration Date is unchanged and the Original Term of this Lease ends 11:59 P.M. on December 31,2021; and 4. Notwithstanding anything to the contrary herein,the Village is still responsible for completing the following items(the"Punch List"): a. b. C. d. e. f. 9. It. and 5. That Tenant has inspected the Premises and states that Village,its contractors, subcontractors and the like have completed their work, except for the Punch List items, in a good and workmanlike manner and that there are no defects,patent or latent,in the work; and 6. Tenant shall commence occupancy of the Premises, if they have not already done so, within 7 calendar days of the Date of Substantial Completion; and 7. Tenant is operating the Premises under the name and 8. Tenant shall reimburse Village up to $100,000 for the build-out of the Premises in accordance with the terms of the Lease, and 9. That except for the Punch List items, all obligations, commitments, payments, repairs, inducements and conditions under the Lease to be performed by Village have been satisfied,free of defenses and set-offs;and 10 10. There is no existing default or unfulfilled obligations on the part of the Village in any of the terms or conditions of this Lease, and no event has occurred or conditions exist which with the passing of time or giving notice or both would constitute an event of default; and 11. Tenant claims no offsets, set-offs, rebates, adjustments, concessions, abatements or defenses against or with respect to Rent. That the above matters are true and correct. WITNESS: TENANT: By: By: Name- Name: Salvatore Cardona Title: Title:President of BIG Incorporated WITNESS- GUARANTOR: By: By: Name: Name: Salvatore Cardone Title: ACCEPTED BY VILLAGE: WITNESS: VILLAGE: By: By: Name: Name: Dane Bragg Title: Title: Village Manager BRI INCORPORATED ESCROW AGREEMENT THIS BIG INCORPORATED ESCROW AGREEMENT ("Agreement") is made between the Village of Buffalo Grove, Illinois, an Illinois Municipal Corporation ("Village") and BIG Incorporated, an Illinois corporation, ("Tenant") as of this 9th day of December, 2016. RECITALS WHEREAS, the Village and Tenant have entered into that particular Restaurant Lease dated December 5th, 2016 ("Lease") and Tenant and Village wish to amend Section 12 of the Lease as set forth herein. NOW THEREFORE, in consideration of the mutual promises herein contained, the Village and Tenant agree as follows: I The foregoing Recitals are hereby incorporated into and made a part of this Agreement. 1 Section 12 of the Lease is amended so that Tenant shall no longer be required to deposit a $100,000 letter of credit with the Village; Instead, Tenant shall deposit with the Village a certified check for$100,000 is the Village will hold in escrow("Escrow Funds"). 3. Tenant may be reimbursed from the Escrow Funds, up to $100,000, for painting the walls, window finishings and purchasing dishes, artwork, silverware, furniture and equipment used in the operation oft e restaurant. 4. Tenant shall be reimbursed only once a calendar month and only after filing a Sworn Payment Certificate, attached as Exhibit A, along with appropriate receipts, 5. The balance, if any, oft e Escrow Funds shall be disbursed to Tenant within 30 days after the Rental Commencement Date,as the to is defined in the Lease. (SIGNATURE PAGE FOLLOWS) EXHIBIT G PLAN APPROVAL CERTIFICATE This Plan Approval Certificate ("Certificate") is made as part of that particular lease executed between BIG Incorporated, an Illinois corporation, ("Tenant") and the Village of Buffalo Grove ("Village") with an Effective Date of 5th day of December, 2016("Lease"). Tenant and Village hereby agree that Exhibit B-1 shall be updated to incorporate the plans created by ITS Architects with fi nal revisions dated December 27, 2016, as Project No. 2658 ("Plans"). For the exception of the update to Exhibit B-1, of Parties agree that the Lease is in full force and effect, TENANT: VILLAGE: By: By: Na : Salvatore Cardona Name: Dane Bragg Title: President of BIG Incorporated Title:Village Manager 12 IN WITNESS WHEREOF the undersigned have, as of the date set forth in the first paragraph, entered into this Agreement as their free and voluntary act as evidenced by their individual signatures hereon. TENANT VILLAGE: BRI INC P E By: By: Printed Name: Salvatore Cardona Printed Name: Position: President Position: -4%"oater cLee P— Date: December 9,2016 Date: I-L-2so - r-o Le EXHIBIT A SWORN PAYMENT CERTIFICATE 1, Salvatore Cardona, President of BRI Incorporated, do hereby swear that I have incurred the following costs (collectively,the"Expenses"): 1. 2. 3. 4. 5. 6. 7. 8. 9. 10. 11, 12, 13. 14. 15. 1 further swear that the Expenses are for one of the following: painting the walls, window finishings and purchasing dishes, artwork, silverware, furniture and equipment used in the operation of the restaurant. In support of the Expenses, I have attached a receipt for each item listed above. By: Salvatore Cardone,President of BRI Incorporated