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City Council Packet 2006 10-24-06 United City of Yorkville 800 Game Farm Road EST \ 1836 elephilolneI11630-5503543 0 Fax: 630-553-7575 <LE AGENDA CITY COUNCIL MEETING CITY COUNCIL CHAMBERS 7:00 PM Tuesday, October 24,2006 Call to Order: Pledge of Allegiance: Roll Call by Clerk: WARD I WARD II WARD III WARD IV Paul James Valerie Burd Marty Munns Joe Besco Jason Leslie Dean Wolfer James Bock Rose Ann Spears Establishment of Quorum: Introduction of Guests: Amendments to Agenda: Committee Meeting Dates: Public Works Committee Meeting: Ad-hoc: Technology Committee Committee of the Whole To be Announced 7:00 p.m., Tuesday, November 21, 2006 City Hall Conference Room Economic Development Committee: Committee of the Whole 7:00 p.m., Tuesday,November 21, 2006 City Hall Conference Room Administration Committee Meeting: Committee of the Whole 7:00 p.m., Tuesday, November 7,2006 City Hall Conference Room Public Safety Committee Meeting: Committee of the Whole 7:00 p.m.,Tuesday, November 7, 2006 City Hall Conference Room Presentations: 1. Donation Towards K-9 Fund by the Citizens Police Academy 2. Certificates of Recognition to Officer Andrew Jeleniewski City Council Meeting Agenda October 24, 2006 Page 2 Public Hearings: 1. Kendall Marketplace Business District 2. PC 2006-64—Wiseman-Hughes Enterprises, Inc.,petitioner,has filed an application with the United City of Yorkville, Kendall County, Illinois requesting annexation to the United City of Yorkville and rezoning from Kendall County A-1 Agricultural to United City of Yorkville Planned Unit Development zoning to allow uses permitted in residential districts and for hearing as to the Annexation Agreement of Petitioner. The real property consists of approximately 91.80 acres east of Route 47, adjacent to and south of the Windett Ridge Subdivision, Yorkville, Kendall County, Illinois. 3. General Obligation Refunding Bonds (Alternate Revenue Source) 4. Revised Landscape Ordinance 5. Revised Off Street Parking Regulations and Requirements Citizen Comments: Consent Agenda: 1. PC 2006-59 Kritzberg— 101 E. Center Street a. Ordinance Authorizing the Execution of a Development Agreement- authorize Mayor and City Clerk to execute b. Ordinance Rezoning- authorize Mayor and City Clerk to execute 2. ZBA 2006-58 Kritzberg— 10 1 E. Center Street a. Ordinance Approving a Setback Variance-authorize Mayor and City Clerk to execute 3. PC 2006-68 Resolution Approving the Final Plat of Subdivision for Bristol Bay Unit 11 -authorize Mayor and City Clerk to execute, subject to staff comments and legal review 4. PC 2006-69 Resolution Approving the Final Plat of Subdivision for Bristol Bay Unit 12 -authorize Mayor and City Clerk to execute, subject staff comments and legal review 5. PC 2006-70 Resolution Approving the Final Plat of Subdivision for Bristol Bay Unit 13 - authorize Mayor and City Clerk to execute, subject to staff comments and legal review 6. PC 2006-66 Nelson Subdivision— 1 '/z Mile Review- approve the area commonly called Nelson Subdivision, a county development, under the City's I '/ mile review authority 7. PC 2006-74 Resolution Approving the Preliminary and Final Plats of Re-Subdivision for X-PAC— authorize Mayor and City Clerk to execute, subject to staff comments and legal review 8. PC 2006-36 Resolution Approving the Final Plat of Subdivision for Aspen Ridge- authorize Mayor and City Clerk to execute, subject to staff comments and legal review 9. EDC 2006-26 School Impact Fee Payment Agreement for Bristol Bay Subdivision—acknowledge and accept the Agreement, acknowledge future need to amend annexation agreement consistent with Agreement City Council Meeting Agenda October 24, 2006 Page 3 Consent Agenda(con't): 10. PW 2006-167 Generator Sale-authorize sale to RIM Grading of Yorkville in an amount not to exceed $5000.00 11. PW 2006-168 Mosquito Control Contract- award to Clarke Environmental Mosquito Management, Inc. in an amount not to exceed$28,414.00, contingent upon funding in the 200712008 budget and authorize Mayor to execute 12. PW 2006-169 Rob Roy Creek Interceptor(Contract 6)—Change Order#2 - authorize decrease in an amount not to exceed$22,613.60 and authorize Mayor to execute 13. PW 2006-170 Kennedy Road @ Freedom Place Intersection Improvement—Change Order#1 -authorize decrease in an amount not to exceed$35,362.05 and authorize Mayor to execute 14. PW 2006-1712006 Joint and Crack Filling—Change Order#1 -authorize decrease in an amount not to exceed$4,052.36 and authorize Mayor to execute 15. PW 2006-172 2006 Miscellaneous Bituminous Paving—Change Order#1 —authorize increase in an amount not to exceed$388.32 and authorize Mayor to execute 16. PW 2006-173 Raymond Storm Sewer Outfall—Change Order#1 -authorize increase in an amount not to exceed$238,314.00 and authorize Mayor to execute, contingent upon receivingfunding 17. PW 2006-174Tox Hill Unit 5—Final Acceptance&Bond Reduction#2—accept public infrastructure of Fox Hill Unit 5 for ownership and maintenance and authorize a reduction to the bond in an amount not to exceed$92,171.90, subject to verification that developer has no outstanding debt owed to the City 18. PW 2006-175 MOT Highway Permit and Resolution— 101 E. Center Street- authorize Mayor and City Clerk to execute 19. PW 2006 476 Ordinance Amending City Code 7-5-15-J Water Conservation Regulations—authorize Mayor and City Clerk to execute 20. PW 2006-177 Southwest Waterworks System Improvements Contracts F.6—F.9—Amended Engineering Agreement- authorize Mayor and City Clerk to execute, subject to developer funding 21. PW 2006-178 Southwest Waterworks System Improvements Contracts F.1 —F.5—Amended Engineering Agreement- authorize Mayor and City clerk to execute, subject to developer funding 22. PW 2006-179 Speedway Redevelopment—Sidewalk Agreement-authorize City Administrator to execute 23. PW 2006-180 Speedway Redevelopment—Plat of Easement -authorize Mayor and City Clerk to execute 24. PW 2006-181 Speedway Redevelopment—Plat of Dedication- authorize Mayor and City Clerk to execute 25. PW 2006-182 Sunfield Restaurant—Plat of Easement-authorize Mayor and City Clerk to execute 26. PW 2006-183 Bridge Street Self-Storage—Plat of Easement- authorize City Administrator to execute 27. PW 2006-184 BP Amoco—Plat of Easement-authorize Mayor and City Clerk to execute Plan Commission/Zoning Board of Appeals: City Council Meeting Agenda October 24, 2006 Page 4 Minutes for Approval(Corrections and Additions): Minutes of City Council—August 22, 2006 and September 12, 2006 Minutes of Committee of the Whole—None Bill payments for approval from the current Bill List(Corrections and Additions): Checks total these amounts: $ 1,631,827.25 (vendors) $ 203,503.72 (payroll period ending 9/30/06) $ 1,835,330.97 (total) Reports: Mayor's Report: 1. Proclamation for Make a Difference Day 2. Request for Support of County Road Tax Referendum City Council Report: City Attorney's Report: City Clerk's Report: City Treasurer's Report: City Administrator's Report: Finance Director's Report: Director of Public Works Report: Chief of Police Report: Director of Parks &Recreation Report: Community Development Director Report: Community Relations Manager: 1. Website and Community Relations Update Community&Liaison Report: Committee Reports: Public Works Committee Report: 1. PW 2006-185 Sleepy Hollow Road Upgrades/Alternatives 2. PW 2006-186 Sleepy Hollow Road Vacation and Replacement Street City Council Meeting Agenda October 24, 2006 Page 5 Economic Development Committee Report: 1. PC 2006-34 Kendall Marketplace a. Ordinance Authorizing the Execution of an Amended and Restated Development Agreement b. Resolution Approving the Final Plat 2. PC 2006-05 Bristol Ridge a. Ordinance Authorizing the Execution of an Annexation Agreement b. Ordinance Annexing c. Ordinance Rezoning d. Resolution Approving the Preliminary Plan 3. PC 2006-46 Matlock a. Ordinance Authorizing the Execution of an Annexation Agreement b. Ordinance Annexing c. Ordinance Rezoning 4. PC 2006-78 Westhaven—Lakewood Homes—PUD Amendment a. Ordinance to Approve Amendment to the PUD Agreement Public Safety Committee Report: 1. No Report. Administration Committee Report: 1. No Report. Additional Business: Adjournment: COMMITTEES, MEMBERS AND RESPONSIBILITIES (PUBLIC WORKS, Committee Denartments Liaisons Chairman: Alderman Besco Water and Sewer Park Board Committee: Alderman Munns Streets and Alleys YBSD Committee: Alderman Wolfer Sanitation and Waste Committee: Alderman James City Council Meeting Agenda October 24, 2006 Page 6 COMMITTEES, MEMBERS AND RESPONSIBILITIES (con't) ----- -------------- (ECONOMIC DEVELOPMENT;– Committee Departments Liaisons Chairman: Alderman Munns Planning& Building&Zoning Chamber of Commerce Committee: Alderwoman Burd Business&Economic Dev. Kendall County Econ. Dev. Committee: Alderman Besco Plan Commission Committee: Alderman Leslie Bristol Plan Commission Yorkville Econ. Dev. Corp. Aurora Area Convention& Tourism Council Downtown Re-development PUBLIC SAFET — Committee Departments Liaisons Chairman: Alderwoman Spears Police Human Resource Comm. Committee: Alderman Wolfer Schools School District Committee: Alderman Leslie Public Relations KenCom Committee: Alderman Bock DMINISTRATIO Committee Departments Liaisons Chairman: Alderman James Finance Metra Committee: Alderwoman Spears Public Properties Library Committee: Alderwoman Burd Personnel Cable Consortium Committee: Alderman Bock -HOC:----------------- Committee Co-Chairman: Alderman Wolfer Co-Chairman: Alderman Bock Reviewed By: J Legal F1 City Council 1636 EST 1836 ❑ Engineer ❑ Agenda Item Tracking Number 4 ®i , i City Administrator ❑ M =� �O Consultant ❑ kaMn=wanly ❑ <kE City Council Agenda Item Summary Memo Title: Kendall Marketplace Business District City Council/ Committee of the Whole Date: COW 10/19/06 Synopsis: Attached are three documents. Included are a business district plan and also two development agreements. Council Action Previously Taken: Date of Action: Action Taken: Item Number: Type of Vote Required: Council Action Requested: Submitted by: John Wyeth Legal Name Department Agenda Item Notes: DRAFT SUBJECT TO PUBLIC HEARING UNITED CITY OF YORKVILLE KENDALL MARKETPLACE BUSINESS DISTRICT DEVELOPMENT PLAN UNITED CITY OF YORKVILLE, ILLINOIS October 12,2006 Prepared by: Ehlers&Associates,Inc. DRAFT SUBJECT TO PUBLIC HEARING TABLE OF CONTENTS I. Introduction...................................................................................................... 1 H. Description of Business District Boundaries...................................................5 III. Business District Qualifications & Analysis...................................................6 IV. Business District Development Goals and Projects........................................8 V. Estimated Development Project Costs ............................................................10 VI. Sources of Funds to Pay Development Project Costs..................................... 11 VII. Issuance of Obligations.................................................................................... 12 VIII. Establishment& Term of the Kendall Marketplace Business District...........13 IX. Formal Findings ............................................................................................... 14 X. Provisions for Amending the Business District Plan...................................... 15 EXHIBITS Exhibit A: Map of the Kendall Marketplace Business District Exhibit B: Legal Description Exhibit C: Traffic Impact & Access Study, Kendall Marketplace, Yorkville, Illinois, by Kenig, Lindgren, O'Hara, Aboona, Inc. June 29, 2006 DRAFT SUBJECT TO PUBLIC HEARING L INTRODUCTION This document, entitled United City of Yorkville Kendall Marketplace Business District Development Plan(the "Business District Plan"), is to serve as a business district development plan for an approximately 143.4 acre farmland/vacant area at the northwest quadrant of the intersection of US Route 34 and Cannonball Trail in the United City of Yorkville (the "City") in Kendall County, Illinois. The City has determined that this area would benefit from designation as a business district as specifically provided for in the Illinois Business District Development and Redevelopment Act (the `Business District Act"), 65 ILCS 5/11-74.3-1 et seq., as amended. This approximately 143.4 acre area is subsequently referred to in this Business District Plan as the "Kendall Marketplace Business District." Ehlers&Associates,Inc. ("Ehlers")was retained to assist the City in assessing the qualifications of the Kendall Marketplace Business District for business district designation under the Business District Act and in preparing this Business District Plan. In accordance with the Business District Act, this Business District Plan includes: formal findings of the City regarding Kendall Marketplace Business District qualifications; a map, general description and legal description of the boundaries of the Kendall Marketplace Business District; a general description of each project, including the approximate location, proposed to be undertaken in the Kendall Marketplace Business District; the anticipated sources of funds to pay for Kendall Marketplace Business District project costs; the anticipated type and terms of any obligations to be issued; and the rate and term of any taxes to be imposed on the businesses within the Kendall Marketplace Business District. The Kendall Marketplace Business District boundaries are generally described in Section 11, depicted in a map presented as Exhibit A and legally described in Exhibit B. A. The United City of Yorkville and the Kendall Marketplace Business District The United City of Yorkville is located in the Fox River Valley of Kendall County approximately 50 miles southwest of Chicago. The City includes land on both sides of the Fox River and is generally bounded by unincorporated portions of Kendall County with the neighboring communities of Montgomery to the north,Oswego to the east,and Plano to the west. Since 1960, the City has steadily grown to a current population of approximately 12,000 persons and is poised for substantial future growth projected at nearly 25,000 by 2010. According to the latest figures from the U.S. Census Bureau, Yorkville is located in the fastest growing county in Illinois, and the third fastest growing county in the U.S. The City is primarily a residential community with attractive homes, a traditional downtown area and growing residential neighborhoods and subdivisions, commercial corridors and industrial areas. The Fox River is a major asset as a natural resource and recreational amenity. As regional growth of the Chicago metropolitan area proceeds southwestward, the City has focused its planning efforts on guiding development to assure a compatible and efficient balance of land uses reflective of the City's small town heritage but also responsive to contemporary development opportunities. Kendall Marketplace Business District Development Plan page 1 United City of Yorkville October 12,2006 DRAFT SUBJECT TO PUBLIC HEARING Yorkville's Downtown was the only commercial district in the City up until the early 1970s when the City annexed a large area at the intersection of US Route 34 and IL Route 47 known as Countryside Center. Over the past three decades, Countryside Shopping Center(now demolished) and additional retail/commercial businesses have been developed along the intersecting corridors of US Route 34 and IL Route 47 in a pattern that has been traditionally auto-oriented to include strip retail centers,big box uses and businesses with drive-thru facilities. The City recognizes the changing needs and opportunities for growth and commercial development of the US Route 34 corridor and the incumbent responsibility to plan for such needs and changes on a coordinated and comprehensive basis. Recent planning efforts which address this concern include the United City of Yorkville 2002 Comprehensive Plan and United City of Yorkville Comprehensive Plan Update (February 22, 2005). These plans set forth recommendations for development of the US Route 34 corridor and the Kendall Marketplace Business District and form the basis for many of the recommendations presented in this Business District Plan. The US Route 34 corridor is identified in the City's comprehensive plan as a primary arterial to be developed generally as a commercial corridor. The commercial land use classification includes uses such as retail, service, restaurant, entertainment and professional and small business offices and is intended to promote market-sensitive development of commercial uses within strategically located areas to efficiently, effectively and conveniently serve the growing local population,while advancing the importance of the City as a regional center. The Kendall Marketplace Business District is identified for commercial development at a scale that is consistent with a regional shopping center. The City's comprehensive plan also indicates that US Route 34 will need to be widened with controlled access points and improved traffic signalization to accommodate the City's land planning goals for this primary east-west arterial. As part of its strategy to develop the US Route 34 corridor and stimulate private investment in new development, the City engaged Ehlers to investigate whether the Kendall Marketplace Business District qualifies as a business district under the Business District Act. Ehlers surveyed the study area identified by the City and reviewed various documents related to the proposed development of the area to identify any business district factors that may be present. Overall, the Kendall Marketplace Business District lacks adequate street infrastructure and is not reasonably anticipated to be developed in a manner consistent with the City's comprehensive plan unless the City assists in addressing infrastructure deficiencies through business district planning and financing. B. Business District Development and Redevelopment Act The Business District Act authorizes Illinois municipalities to designate a contiguous area within their corporate limits as a business district, The Business District Act is found in Illinois Compiled Statutes, Chapter 65, Section 5/11-74.3-1 et seq., as amended. The Business District Act states that it may be considered essential to the economic and social welfare of a municipality to maintain and revitalize business districts by assuring opportunities for development and redevelopment and attracting sound and stable commercial growth. A business district must be established in Kendall Marketplace Business District Development Plan page 2 United City of Yorkville- October 12,2006 DRAFT SUBJECT TO PUBLIC HEARING conformance with a comprehensive plan and a specific plan for the business district must be officially approved by the corporate authorities of the municipality after public hearings. In accordance with the Business District Act, the City may exercise the following powers in carrying out a business district plan: • Approve all development and redevelopment proposals for a business district; • Exercise the use of eminent domain for the acquisition of real and personal property for the purpose of a development or redevelopment project; • Acquire, manage, convey or otherwise dispose of real and personal property acquired pursuant to the provisions of a development or redevelopment plan; • Apply for and accept capital grants and loans from the United States and the State of Illinois, or any instrumentality of the United States or the State, for business district development and redevelopment; • Borrow funds as it may be deemed necessary for the purpose of business district development and redevelopment, and in this connection issue such obligations or revenue bonds as it shall be deemed necessary, subject to applicable statutory limitations; • Enter into contracts with any public or private agency or person; • Sell, lease, trade or improve such real property as may be acquired in connection with business district development and redevelopment plans; • Employ all such persons as may be necessary for the planning, administration and implementation of business district plans; • Expend such public funds as may be necessary for the planning, execution and implementation of the business district plans; • Establish by ordinance or resolution procedures for the planning, execution and implementation of business district plans; • Create a Business District Development and Redevelopment Commission to act as agent for the municipality for the purposes of business district development and redevelopment; • Impose a retailers' occupation tax and a service occupation tax ("Sales Tax') in the business district for the planning, execution, and implementation of business district plans and to pay for business district project costs as set forth in the business district plan approved by the municipality; • Impose a hotel operators' occupation tax in the business district for the planning, execution and implementation of business district plans and to pay for the business district project costs as set forth in the business district plan approved by the municipality;and • Issue obligations in one or more series bearing interest at rates determined by the corporate authorities of the municipality by ordinance and secured by the business district tax Kendall Marketplace Business District Development Plan page 3 United City of Yorkville October 12,2006 DRAFT SUBJECT TO PUBLIC HEARING allocation fund set forth in Section 11-74.3-6 [65 ILCS 5/11-74.3-61 for the business district project costs. The retailers' occupation and service occupation taxes ("Sales Taxes") may be imposed in quarter percent increments at a total rate not to exceed one percent (1%). The Sales Taxes may not be imposed for more than 23 years and may not be imposed on"food for human consumption that is to be consumed off the premises where it is sold (other than alcoholic beverages, soft drinks, and food that has been prepared for immediate consumption), prescription and nonprescription medicines, drugs, medical appliances, modifications to a motor vehicle for the purposes of rendering it usable by a disabled person, and insulin, urine testing materials, syringes, and needles used by diabetics, for human use." Sales Taxes, if imposed, shall be collected by the Illinois Department of Revenue and then disbursed to the City. The hotel operators' occupation tax ("Hotel Taxes") may be imposed at a rate not to exceed one percent (1%), must be imposed in quarter percent (.25%) increments, must not be imposed for more than 23 years and must be collected by the issuing City. Kendall Marketplace Bnainess District Development Plan page 4 United City of Yorkville October 12,2006 DRAFT SUBJECT TO PUBLIC HEARING II. DESCRIPTION OF BUSINESS DISTRICT BOUNDARIES The boundaries of the Kendall Marketplace Business District have been carefully drawn to include only real property directly and substantially benefited by the proposed project to be undertaken as part of this Business District Plan. The Kendall Marketplace Business District encompasses approximately 143.4 acres at the northwest quadrant of the intersection of US Route 34 and Cannonball Trail and includes frontage along US Route 34 from Cannonball Trail on the east to the southerly extension of the proposed new alignment of Beecher Road on the west. The Kendall Marketplace Business District is depicted in a map presented as Exhibit A and is legally described in Exhibit B. Kendall Marketplace Btamess District Development Plan page 5 United City of Yorkville October 12,2006 DRAFT SUBJECT TO PUBLIC HEARING III. BUSINESS DISTRICT QUALIFICATIONS &ANALYSIS Business district development and redevelopment is specifically provided for in 65 ILLS 5/11- 74.3-1 et seq. Pursuant to 65 ILCS 5/11-74.3-2 and 65 ILCS 5/11-74.3-5, the City Council may designate a specific area of the City as a business district, with the authority to levy additional retailers' occupation and service occupation taxes therein, but only after conducting at least two public hearings and making a formal finding as to the following: (i) the business district is a blighted area that by reason of the predominance of defective or inadequate street layout, unsanitary or unsafe conditions, deterioration of site improvements, improper subdivision or obsolete platting, or the existence of conditions which endanger life or property by fire or other causes, or any combination of those factors, retards the provision of housing accommodations or constitutes an economic or social liability or a menace to the public health,safety,morals, or welfare in its present condition and use; and (ii) the business district on the whole has not been subject to growth and development through investment by private enterprises or would not be reasonably anticipated to be developed or redeveloped without the adoption of the business district development or redevelopment plan. Blighted Area Analysis The Kendall Marketplace Business District is a "blighted area" as defined in the Business District Act due to the predominance of"defective or inadequate street layout"which presents an economic liability to the City in its present condition. The development of a regional scale shopping center at the northwest quadrant of the intersection of US Route 34 and Cannonball Trail requires significant investment in on-site and off-site improvements and infrastructure. Exhibit C, "Traffic Impact and Access Study, Kendall Marketplace, Yorkville, Illinois"by Kenig, Lindgren, O'Hara, Aboona, Inc. dated June 29, 2006 (the "KLOA Study"), presents (i) detailed findings and data on the existing conditions of the street and access infrastructure serving the Kendall Marketplace Business District site and (ii) findings related to the level of street and traffic control infrastructure that would be required to service a regional scale shopping center at this location as anticipated in the City's comprehensive plan. The KLOA Study identifies that both US Route 34 and Cannonball Trail currently provide one through lane in each direction, and the intersection of US Route 34 and Cannonball Trail is signalized. The existing average daily traffic (ADT) on US Route 34 is 20,000 vehicles. The proposed Kendall Marketplace Business District development anticipates a daily traffic volume of approximately 26,000 vehicles. As such, the existing street layout is inadequate. Based on the anticipated traffic generated by the proposed development, the traffic report concludes that US Route 34 must be widened, from west of the proposed Beecher Road alignment to east of Cannonball Trail, to provide two through lanes in each direction with a continuous median. hi addition, Cannonball Trail must be widened from US 34 to north of the Kendall Marketplace property line to provide for a continuous two-way left-tum lane. The main access driveway on US Kendall Marketplace Business District Development Plan page 6 United City of Yorkville October 72,2006 DRAFT SUBJECT TO PUBLIC HEARING Route 34 will need to be signalized, providing an eastbound left-turn lane and a westbound deceleration lane (right-turn lane). The other two driveways on US Route 34, restricted to right- in/right-out only turning movements,must each provide a deceleration lane. The costs associated with the required infrastructure improvements constitute an impediment to private investment and the Kendall Marketplace area would not reasonably be anticipated to be developed without the leadership of the City and the designation of the area as a business district to establish a mechanism for paying for such extraordinary improvements primarily through the imposition of additional retailers' and service occupation taxes. Kendall Marketplace Business District Development Plan page 7 United City of Yorkville October 12,2006 DRAFT SUBJECT TO PUBLIC HEARING IV. BUSINESS DISTRICT DEVELOPMENT GOALS & PROJECTS This Business District Plan has been prepared in accordance with the provisions of the Business District Act and is intended to guide improvements, activities and projects within the Kendall Marketplace Business District in order to stimulate private investment. The goal of the City, through the implementation of this Business District Plan, is that the Kendall Marketplace Business District be developed on a comprehensive and planned development basis in order to ensure that private investment in new development occurs (i) on a coordinated rather than piecemeal basis to ensure that the land use,pedestrian access,vehicular circulation,parking, service and urban design systems are functionally integrated and meet present-day principles and standards and (ii) within a reasonable and defined time period so that the Kendall Marketplace Business District may contribute productively to the economic vitality of the City. During the implementation of this Business District Plan,the City may (i) undertake or cause to be undertaken public improvements and activities and (ii) enter into redevelopment agreements with private entities to achieve goals, implement projects and construct public or private improvements (redevelopment agreements may contain terms and provisions, which are more specific than the general principles set forth in this Business District Plan). Successful implementation of this Business District Plan requires that the City utilize powers and financing resources in accordance with the Business.District Act to stimulate the comprehensive and coordinated development of the Kendall Marketplace Business District. This development will benefit the City, its residents, and all taxing districts having jurisdiction over the Kendall Marketplace Business District. Listed below are the general goals and anticipated projects for the development of the Kendall Marketplace Business District A. Kendall Marketplace Business District Goals General goals for the Kendall Marketplace Business District include: • An environment that will contribute more positively to the health, safety and general welfare of the City and surrounding communities; • Improved street,traffic control and water detention infrastructure that will provide safe and efficient access to the Kendall Marketplace Business District and will benefit the US Route 34 corridor as a whole; • The creation of a new high-quality regional shopping center with destination, anchor and convenient retail goods and services to support the local and regional populations and enhance the overall quality,vitality and character of the community; • New investment and development that will increase the value of properties within and adjacent to the Kendall Marketplace Business District, improving the real estate and sales tax base of the City and other taxing districts; Kendall Marketplace Business District Development Plan page 8 United City of Yorkville October 12,2006 DRAFT SUBJECT TO PUBLIC HEARING • An increase in construction,part-time, and full-time employment opportunities for residents of the City; • Elimination of the factors that qualified the Kendall Marketplace Business District as a blighted area; and • A strong, positive visual image of the Kendall Marketplace Business District through attractive and high-quality building design and site improvements. B. Kendall Marketplace Business District Projects The City proposes to achieve its development goals for the Kendall Marketplace Business District through the use of public financing techniques authorized under the Business District Act to undertake the activities, improvements and projects described below. The City also maintains the flexibility to undertake additional activities, improvements and projects authorized under the Business District Act, if the need for activities, improvements and projects changes as development occurs in the Kendall Marketplace Business District. Planned improvements, activities and projects are based on the overall land planning goal of developing an approximately 800,000 square foot regional scale shopping center in the Kendall Marketplace Business District. The shopping center should provide a range of anchor, destination and convenient retail goods/services and restaurants. Improvements, activities and projects to support this scale of development include: • improvements to existing roadway infrastructure (e.g. road widening, installing turn lanes, etc.) and the construction of new roadway infrastructure, including improvements to US Route 34, Cannonball Trail and the extension of Beecher Road; • land assembly and site preparation into parcels of appropriate shape and sufficient size for development in accordance with this Business District Plan; • installation of or enhancements to traffic signalization/control, parking and access improvements to provide safe, convenient, efficient and effective access to and circulation within the Kendall Marketplace Business District for automobiles, trucks, buses, pedestrians and bicycles,as appropriate; • construction of and improvements to utility and stormwater management infrastructure, including a regional stormwater detention facility; and • site planning and construction methods that are characterized by cohesive urban design features that organize and provide focus to the streetscape and shopping center, including use of quality building materials and installation of pedestrian amenities, distinctive lighting,signage and landscaping,and other appropriate site amenities. The projects, improvements and activities presented in this Business District Plan conform to the land-use development policies and standards for the City as set forth in the 2002 Comprehensive Plan and the 2005 Update to the Comprehensive Plan. Kendall Marketplace Business District Development Plan page 9 United City of Yorkville October 12,2006 DRAFT SUBJECT TO PUBLIC HEARING V. Estimated Development Project Costs A range of development projects, activities and improvements will be required to implement this Business District Plan as discussed in Section IV. In undertaking these activities and improvements, the City may incur and expend funds related to the projects described in Section IV of this Business District Plan. The activities and improvements and their estimated costs are set forth in Table 1 of this Business District Plan. All estimates are based on 2006 dollars. Funds may be moved from one line item to another or to another project cost category described in this Business District Plan at the City's discretion. Projects described in Table 1 of this Business District Plan are intended to provide an upper estimate of expenditures ("Total Maximum Project Costs"). Within the Total Maximum Project Costs, adjustments increasing or decreasing line items may be made without amending this Business District Plan. Total Maximum Project Costs exclude any additional financing costs, including any interest expense, reasonably required reserves, issuing costs, capitalized interest and costs associated with optional redemptions. These financing costs may be substantial, are subject to prevailing market conditions and are in addition to Total Maximum Project Costs. Table 1: United City of Yorkville Kendall Marketplace Business District Types of Business District Project Costs and Estimated Budget Allocations Estimated Kendall Marketplace Business District project costs are shown below. Adjustments to these cost items may be made without amendment to the Business District Plan. The costs represent estimated amounts and do not represent actual City commitments or expenditures. Rather, these amounts are a ceiling on possible expenditures of funds in the Kendall Marketplace Business District TYPES OF PROJECTS ESTIMATED COST Administration&Analysis $XX Land Assembly $XX Water and utility improvements $XX Public roadway and traffic control infrastructure&improvements $XX Site Preparation including grading,excavation and parking $XX TOTAL MAXIMUM PROJECT COSTS $XX,000,000111 trl Total Maximum Project Costs exclude any additional financing costs,including any interest expense,reasonably required reserves,issuing costs, capitalized interest and costs associated with optional redemptions which may be substantial. These costs are subject to prevailing market conditions and are in addition to Total Maximum Project Costs. Kendall Marketplace Business District Development Plan page 10 United City of Yorkville October 12,2006 DRAFT SUBJECT TO PUBLIC HEARING VI. SOURCES OF FUNDS TO PAY DEVELOPMENT PROJECT COSTS Upon designation of the Kendall Marketplace Business District by City ordinance,the City intends to impose the retailers' occupation and service occupation taxes provided for by the Business District Act within the Kendall Marketplace Business District, at a rate of one-half of one percent (.5%) of gross sales ("Kendall Marketplace Business District Sales Taxes" or "Kendall Marketplace Business District Sales Tax"). The Kendall Marketplace Business District Sales Taxes will be imposed for the term of the Kendall Marketplace Business District(not to exceed 23 years from the date of adoption of this Business District Plan) to pay for business district project costs within the Kendall Marketplace Business District and obligations issued to pay those costs. A separate City ordinance shall also be adopted by the City Council to create a separate fund entitled the "Kendall Marketplace Business District Tax Allocation Fund" in order to receive the Kendall Marketplace Business District Sales Tax revenues from the Illinois Department of Revenue. Pursuant to the Business District Act, all funds received from the Kendall Marketplace Business District Sales Taxes must be deposited into this special fund. Funds necessary to pay for business district project costs and secure municipal obligations issued for such costs are to be derived primarily from Kendall Marketplace Business District Sales Taxes and a portion of the City's local retailers' occupation and service occupation tax revenues generated by businesses within the Kendall Marketplace Business District. Other sources of funds which may be used to pay for business district project costs or to secure municipal obligations are state and federal grants, investment income, private financing and other legally permissible funds the City may deem appropriate. All such funds shall be deposited in the Kendall Marketplace Business District Tax Allocation Fund. In addition, the City expects to issue special service area ad valorem tax bonds payable from ad valorem taxes levied against all taxable real property within the Kendall Marketplace Business District to pay certain business district project costs. Kendall Morketplace Bwmess District Development Plan page 11 United City of Yorkville October 12,2006 DRAFT SUBJECT TO PUBLIC HEARING VII. ISSUANCE OF OBLIGATIONS The City may issue obligations pursuant to the Business District Act and other statutory limitations in order to pay for business district project costs. The obligations may be secured by the Kendall Marketplace Business District Sales Taxes, a portion of the City's local retailers' occupation and service occupation tax revenues generated by businesses within the Kendall Marketplace Business District and other sources that the City may deem appropriate. Additionally, the City may provide other legally permissible credit enhancements to any obligations issued pursuant to the Business District Act. All obligations issued by the City pursuant to this Business District Plan and the Business District Act shall be retired within twenty-three (23) years from the date of adoption of the ordinance approving this Business District Plan. One or more series of obligations may be issued from time to time in order to implement this Business District Plan. In addition, the City expects to issue special service area ad valorem tax bonds payable from ad valorem taxes levied against all taxable real property within the Kendall Marketplace Business District to pay certain business district project costs. Obligations may be issued on either a taxable or tax-exempt basis, as general obligation bonds, general obligation debt certificates, alternate bonds or revenue bonds, or other debt instruments, with either fixed rate or floating interest rates;with our without capitalized interest;with or without deferred principal retirement; with or without interest rate limits except as limited by law; with or without redemption provisions, and on such other terms, all as the City may determine and deem appropriate. Kendall Marketplace Business District Development Plan page 12 United City of Yorkville October 12,2006 DRAFT SUBJECT TO PUBLIC HEARING VIII. ESTABLISHMENT AND TERM OF THE KENDALL MARKETPLACE BUSINESS DISTRICT The establishment of the Kendall Marketplace Business District shall become effective upon adoption of an ordinance by the City Council adopting this Business District Plan and designating the Kendall Marketplace Business District. Development agreements between the City and any developers or other private parties shall be consistent with the provisions of the Business District Act and this Business District Plan. Pursuant to the Business District Act, the Kendall Marketplace Business District Sales Taxes described in Section VI may not be imposed for more than twenty three (23)years pursuant to the provisions of the Business District Act. The Business District shall expire upon the termination of the imposition of the Kendall Marketplace Business District Sales Taxes and the final payout of the same from the Kendall Marketplace Business District Tax Allocation Fund,which is expected to be 23 years from the date of adoption of the ordinance approving this Business District Plan. Kendall Marketplace Business District Development Plan page 13 United City of Yorkville October 12,2006 DRAFT SUBJECT TO PUBLIC HEARING IX. FORMAL FINDINGS Based upon the information described in Section III and the attached Exhibit C,the City Council of the United City of Yorkville finds and determines the following: (a) The Kendall Marketplace Business District is a contiguous area and includes only parcels of real property directly and substantially benefited by the proposed business district development or redevelopment plan; (b) The Kendall Marketplace Business District Plan is consistent with the United City of Yorkville's Comprehensive Plan for the development of the City as a whole; (c) The Kendall Marketplace Business District is a blighted area as defined in the Business District Act by reason of the predominance of defective or inadequate street layout; (d) The Kendall Marketplace Business District constitutes an economic liability to the City in its present condition and use;and (e) The Kendall Marketplace Business District on the whole has not been subject to growth and development by private enterprises or would not reasonably be anticipated to be developed or redeveloped without the adoption of the business district development or redevelopment plan. Kendall Marketplace Business District Development Plan page 14 United City of Yorkville October 11,2006 DRAFT SUBJECT TO PUBLIC HEARING X. PROVISIONS FOR AMENDING THE BUSINESS DISTRICT PLAN The United City of Yorkville's City Council may amend this Business District Plan from time to time by adopting an ordinance providing for such amendment. Kendall Marketplace Business District Development Plan page 15 United City of Yorkville October 12,2006 DRAFT SUBJECT TO PUBLIC HEARING EXHIBIT A: MAP OF KENDALL MARKETPLACE BUSINESS DISTRICT zxM � P m 'f R 9 n m C t e 1 e m � I I . 1 I 1 1 I It I � N O � I I I I v it I p5 I I I I ry e , 1 E7 I RS I 0 IK p 0 6 Cannonball Treil\ F 1 PI DRAFT SUBJECT TO PUBLIC HEARING EXHIBIT B: LEGAL DESCRIPTION YORKVILLE, IL BUSINESS DISTRICT LEGAL DESCRIPTION THAT PART OF THE SOUTHEAST QUARTER OF SECTION 19,PART OF THE SOUTH HALF OF SECTION 20 AND PART OF THE NORTHWEST QUARTER OF SECTION 29, TOWNSHIP 37 NORTH,RANGE 7 EAST OF THE THIRD PRINCIPAL MERIDIAN DESCRIBED AS FOLLOWS: BEGINNING AT THE SOUTHEAST CORNER OF THE SOUTHEAST QUARTER OF SAID SECTION 19;THENCE NORTH 01 DEGREES 13 MINUTES 53 SECONDS WEST,ALONG THE EAST LINE OF SAID SOUTHEAST QUARTER 310.20 FEET;THENCE WESTERLY PERPENDICULAR TO SAID EAST LINE 198.00 FEET; THENCE NORTH 16 DEGREES 23 MINUTES 58 SECONDS WEST, 862.81 FEET; THENCE NORTH 46 DEGREES 51 MINUTES 14 SECONDS EAST, 126.15 FEET; THENCE WESTERLY ALONG A NONTANGENTIAL CURVE TO THE RIGHT WITH A RADIUS OF 25.00 FEET AND A CHORD BEARING OF NORTH 86 DEGREES 29 MINUTES 53 SECONDS WEST,AN ARC LENGTH OF 40.71 FEET; THENCE NORTHWESTERLY ALONG A CURVE TO THE RIGHT WITH A RADIUS OF 950.00 FEET AND A CHORD BEARING OF NORTH 30 DEGREES 00 MINUTES 26 SECONDS WEST, AN ARC LENGTH OF 326.41 FEET; THENCE NORTH 67 DEGREES 35 MINUTES 57 SECONDS EAST,243.73 FEET; THENCE SOUTHEASTERLY ALONG A NONTANGENTIAL CURVE TO THE LEFT WITH A RADIUS OF 500.00 FEET AND A CHORD BEARING OF SOUTH 31 DEGREES 07 MINUTES 50 SECONDS EAST,AN ARC LENGTH OF 209.70 FEET; THENCE SOUTH 43 DEGREES 08 MINUTES 45 SECONDS EAST,52.80 FEET; THENCE NORTH 46 DEGREES 51 MINUTES IS SECONDS EAST, 287.40 FEET; THENCE SOUTH 43 DEGREES 08 MINUTES 45 SECONDS EAST, 80.00 FEET; THENCE NORTH 46 DEGREES 51 MINUTES 15 SECONDS EAST,162.29 FEET; THENCE NORTH 43 DEGREES 08 MINUTES 45 SECONDS WEST, 7.00 FEET; THENCE NORTH 46 DEGREES 51 MINUTES 15 SECONDS EAST,60.76 FEET; THENCE NORTHEASTERLY ALONG A CURVE TO THE RIGHT WITH A RADIUS OF 367.00 FEET AND A CHORD BEARING OF NORTH 58 DEGREES 18 MINUTES 15 SECONDS EAST, AN ARC LENGTH OF 146.68 FEET; THENCE NORTH 69 DEGREES 45 MINUTES 15 SECONDS EAST, 121.97 FEET; THENCE NORTHEASTERLY ALONG A CURVE TO THE LEFT WITH A RADIUS OF 433.00 FEET AND A CHORD BEARING OF NORTH 37 DEGREES 51 MINUTES 31 SECONDS EAST,AN ARC LENGTH OF 482.09 FEET; THENCE NORTHEASTERLY ALONG A CURVE TO THE RIGHT WITH A RADIUS OF 25.00 FEET AND A CHORD BEARING OF NORTH 51 DEGREES 23 MINUTES 20 SECONDS EAST,AN ARC LENGTH OF 39.64 FEET; THENCE SOUTH 83 DEGREES 11 MINUTES 08 SECONDS EAST,763.20 FEET; THENCE SOUTHEASTERLY ALONG A CURVE TO THE RIGHT WITH A RADIUS OF 367.00 FEET AND A CHORD BEARING OF SOUTH 57 DEGREES 07 MINUTES 07 SECONDS EAST,AN ARC LENGTH OF 333.94 FEET; THENCE SOUTH 31 DEGREES 03 MINUTES 05 SECONDS EAST, 123.11 FEET; THENCE SOUTH 58 DEGREES 56 MINUTES 55 SECONDS WEST,7.00 FEET; THENCE SOUTHEASTERLY ALONG A NONTANGEI MAL CURVE TO THE LEFT WITH A RADIUS OF 440.00 FEET AND A CHORD BEARING OF SOUTH 42 DEGREES 20 MINUTES 40 SECONDS EAST,AN ARC LENGTH OF 173.45 FEET; THENCE NORTH 32 DEGREES 01 MINUTES 21 SECONDS EAST, 80.28 FEET; THENCE SOUTHEASTERLY ALONG A NONTANGENTIAL CURVE TO THE LEFT WITH A RADIUS OF 360.00 FEET AND A CHORD BEARING OF SOUTH 60 DEGREES 42 MINUTES 59 SECONDS EAST, AN ARC LENGTH OF 101.11 FEET; THENCE SOUTH 68 DEGREES 45 MINUTES 32 SECONDS EAST,784.84 FEET TO THE CENTERLINE OF CANNONBALL TRAIL; C:\DOCUME-1\llyons\LOCALS-1\Temp\2\06-10-12 LEGAL DESCRIPTION OF THE BUSINESS DISTRICT.doc THENCE SOUTH 21 DEGREES 40 MINUTES 31 SECONDS WEST,ALONG SAID CENTER LINE,331.43 FEET; THENCE SOUTH 21 DEGREES 14 MINUTES 17 SECONDS WEST, ALONG SAID CENTER LINE, 1261.58 FEET; THENCE NORTH 68 DEGREES 45 MINUTES 43 SECONDS WEST,48.00 FEET; THENCE SOUTH 21 DEGREES 14 MINUTES 17 WEST,470.00 FEET; THENCE SOUTH 57 DEGREES 14 MINUTES 17 SECONDS WEST, 74.81 FEET TO THE NORTH LINE OF U.S.ROUTE 34; THENCE NORTH 85 DEGREES 32 MINUTES 10 SECONDS WEST ALONG SAID NORTH LINE, 1983.32 FEET TO THE WEST LINE OF THE NORTHWEST QUARTER OF SAID SECTION 29; THENCE NORTH 01 DEGREES 14 MINUTES 12 SECONDS WEST ALONG SAID WEST LINE, 378.99 FEET TO THE POINT OF BEGINNING,IN THE UNITED CITY OF YORKVILLE, KENDALL COUNTY, ILLINOIS,AND CONTAINING 143.40 ACRES C:\DOCUME-1\llyons\LOCALS-1\Temp\2\06-10-12 LEGAL DESCRIPTION OF THE BUSINESS DISTRICT.doc DRAFT SUBJECT TO PUBLIC HEARING EXHIBIT C: TRAFFIC IMPACT AND ACCESS STUDY, KENDALL MARKETPLACE, YORKVILLE, ILLINOIS KENIG,LINDGREN, WHARA,ABOONA, INC. JUNE 29, 2006 Traffic Impact 1 Access Study Yorkville,Kendall Marketplace 1 v i _ a. _ �4_r��ss�zaa,AirPArq nLSA Submitted by Kenig, Lindgren, O'Hara, 1 1 1 2006 May 11, Revised June ' 2006 Contents List of Figures and Tables, iii INTRODUCTION.... ........................................ . . . . ..... ...... ............. ........................... ....... . .I EXISTING CONDITIONS.................... .................................. ..... ..................... ............... ......... 2 TRAFFIC CHARACTERISTICS OF THE KENDALL MARKETPLACE DEVELOPMENT............ .............................................................8 BACKGROUND TRAFFIC DEVELOPMENTS AND .. FUTURE ROADWAY IMPROVEMENTS...................................:.._.................................... .. . 14 TOTAL PROJECTED TRAFFIC CONDITIONS .... ....... ......................................................... .17 EVALUATION................................................................... ... .......... ... ............................ . ...... .17 RECOMMENDATIONS...................................... ................. ................................ ............. .. .. .24 CONCLUSION..............................................................................................................................28 It � List of Figures and Tables Figures LSite Location......................................................� ....... .... ___.^,__~__,,__,,`,^,^-] 2. Aerial View ofSite Location......................... ... ......... ... .......................... 4 I Existing Roadway System............. ............... ... ................................................ ......... - ...... 6 /[ Existing Tru/ficVolumes....... ........................................... ..................... ...................... . . .J I Proposed Access —......... .............. .................... .......... `,,^' ........ .......... ........ ]0 6. Estimated Directional Distribution....... ............ ............. .......... � ] l 7. Traffic Volumes.............................. ............. . ..................... ....� —^� � ]3 8. Background Development Traffic................................... ..... '~.^^,,... ....... .... ........ |b � 9. Total Projected Traffic Volumes- Year 20lO................................. ............ ....... - ..... . 18 10. Total Projected 7ruffiuVolumes ' Year 2Ol6........ ... . ......... ...... .............. .... ....� ....... . . 19 ll. Total Projected T\offioVolumes ' Year 2026.... .................................................... ............ 20 12L Proposed Roadway Improvements-Year 2O/0......... ......................................................... 25 Tables l. Directional Distribution of Site-Generated Truffic—. .................................. ....... ....... - , .9 2. Estimated Site-Generated Peak Hour Traffic Volumes... . . . . . . ................................. . ......l2 3. Estimated Background-Generated Peak Hour Traffic Volumes .......................... ....... . ......l5 4. Level of Service Criteria......... ........................... ... ... .......................................................... 22 5. Couddioou.---.`....^—..—...—,`.-. . - '2] 6. Conditions........... ................................................ . . 23 T11 Introduction This report summarizes the methodologies, results and findings of a site traffic and access analysis conducted by Kenig, Lindgren, O'Hara, Aboona, Inc. (KLOA, Inc.) for the proposed Kendall Marketplace commercial and residential development proposed in the northwest quadrant of the intersection of US 34 and Cannonball Trail in Yorkville. Illinois. The 193-acre site is currently undeveloped. The commercial development proposes approximately 1,000,468 square feet of gross leasable retail area, which includes several anchor tenants, inline retail, and outlots that will front both US 34 and Cannonball Trail. The residential development, located north/behind the retail development, proposes 28 single-family homes and 164 townhomes. Lot 20, an 835-acre parcel, located at the northeast section of the development(along Cannonball Trail)has been dedicated for civic use. The site has over 2,000 feet of frontage along US 34, and over 2,100 feet of frontage along Cannonball Trail. Five access driveways are proposed with this development: two on Cannonball Trail and three on US 34. A traffic signal is proposed for the main access driveway on US 34 serving this development. In addition, Kendall Marketplace will also have access to the planned Beecher Road. which will run adjacent to the western edge of the property, continuing south of US 34. It is important to note that for the purposes of this study,it was assumed that Beecher Road would be built as a five-lane cross- section (two through lanes to each direction with a landscaped median to provide left-turn lanes) - -` -and will serve as a driveway to the Kendall Marketplace development north of US 34. No through traffic generations from regional growth were added to this roadway for the traffic analysis. In addition to the proposed access driveways for this development, the following two existing intersections were analyzed in this study: 1. Cannonball Trail and US 34 2. Cannonball Trail and IL 47 The following sections of this report present the following: Existing roadway conditions, including manual turning movement traffic volumes for the weekday morning and afternoon peak hours • A detailed description of the proposed development • Vehicle trip generation for the proposed development Directional distribution of development-generated traffic ) Future transportation conditions,including access to and from the site Traffic analyses for the weekday morning and afternoon peak hours for the following four conditions: 1. Condition l: Existing Conditions (Year 2006) - Analyzes the capacity of the existing roadway system using currently recorded traffic volumes in the surrounding area. ` 2. Condition 2: Build Condition (Year 2010) - This condition analyzes the site buildout by incorporating the existing traffic volumes with the projected site- generated traffic volumes, nearby planned developments, and an ambient regional traffic growth factor of 1.24 (6 percent per year for four years) applied to all twelve movements at the intersection of US 34 and Cannonball Trail. These volumes were added to the through volumes for the access driveway intersections along both Cannonball Trail and along US 34. 3. Condition 3: Year 2016 - In compliance with the Illinois Department of Transportation (IDOT),traffic for the study area was projected to Year 2016. which includes Condition 2 data, but with a traffic growth factor of 1.60 (60 percent of Year 2006 existing traffic volumes). 4. Condition 4 Year 2026 — Similar to Condition 3, in compliance with IDOT requirements, traffic was projected to Year 2026, which incorporates Condition 2 data, but with a traffic growth factor of 2.20 (120 percent of Year 2006 existing traffic volumes). Recommendations with respect to site access and circulation and to the surrounding roadway network for each analyzed condition,as appropriate. The primary purpose of this study was to assess the impact that the proposed development would have on traffic conditions in the area upon full buildout(Condition 2), and determine if any street or access improvements are necessary to solely accommodate the proposed development. Existing Conditions Existing traffic and roadway conditions were documented based on field visits and traffic counts conducted by KLOA, Inc. The following provides a detailed description of the physical characteristics of the roadways including geometry and traffic control, adjacent land uses and peak hour traffic flows along area roadways. The 193-acre site is bordered by farmland to the north and west, Cannonball Trail to the east, and US 34 to the south. Figure I shows the location of the site in relation to the area street system Figure 2 shows an aerial view of the site area 2 C La, Dame Ct q 0 930R F� SITE Vol`' ° s �' V` MWhem Ct arts P ' �aot $ Q M1 Ke C W JoM St 2 brim G `7 n . Jam St errtl rc g1a�Kb w "*'C tAMr + a u s Legtae St >q m U E Pleasve O< a Ganalrat Ln 6eorgeataw S[ t'aWmerk a v ' WaNul t Apple Tree CI Jackso st E Patk 2005 Me Duest.com Inc. N VT q Site Location Figure 1 3 f _ L w SITE r'- Aerial View of Site Location Figure 2 Existing Roadway System Characteristics The characteristics of the existing streets that surround the proposed development are illustrated in Figure 3 and described below. U,5 Rowe 34 is a two-lane (one travel lane in each direction) east-west arterial highway At its signalized intersection with Cannonball Trail, a left-turn lane, through lane, and a right-turn lane are provided on both the east and west approaches. The posted speed limit in the vicinity is 55 mph, and on-street parking is prohibited. It is our understanding with conversations with IDOT. that there are eventual plans to widen US 34 to a five-lane cross-section, providing two through lanes in each direction with a landscaped median that can be used to carve left-turn lanes at major access roadways. This highway is under the jurisdiction of IDOT.- Cannonball Trail is a two-lane north-south major collector roadway that runs east of IL 47 to south of US 34. At its signalized intersection with IL 47, a shared left/through/right-turn lane is provided on both the east and west approaches. At its signalized intersection with US 34. a separate left-turn lane and a shared through/right-turn lane are provided on both the north and south approaches. The posted speed limit is 45 mph, and on-street parking is prohibited This roadway is under the jurisdiction of the United City of Yorkville. Existing Traffic Volumes Manual traffic movement counts were conducted on December 1, 2005 during the weekday morning (6.30 to 8:30 A.M.) and the weekday afternoon (4 30 to 6:30.P.M.) peak traffic periods at the following two intersections: 1. Cannonball Trail and US 34 2. Cannonball Trail and IL 47 The traffic count data indicates that the weekday morning peak hour occurs between 7.15 and 8 15 A.M. and the weekday afternoon peak how occurs between 4:45 and 5:45 P.M. Observations of signalized intersections noted significant vehicle queuing during peak periods. Average Daily Traffic (ADT) count data was obtained from the Illinois Department of, Transportation. According to 24-hour counts conducted in July 2005, the ADT on US 34 is 20.000 vehicles (10,000 vehicles eastbound; 10,000 vehicles westbound), and the ADT on Il.47 is 16,800 vehicles (8,500 vehicles northbound; 8,300 vehicles southbound). Figure 4 shows the recorded traffic volume counts for the morning and afternoon peak hours, as well as the ADT volumes. 5 T 0 m M " jZ z op 0 ;Q D y <r 0 F n r� a mD ual l T 11N3J1NOtlod a3'!------- Z-0 -------------- or jm! n r ; m ' i on�z �� S 55377tl °OZ r ,z i a➢m � cr n K � 1 q 55377tl (n m x E 55377tl J � y O (m e a+ a Z :y n I m :y 1 t r --F--- CgNNONBgLL l 4 m H m 1 a z N v� n° T V � a n x c a m a Z � ° � z O O N W W m a 0 m -<Z z 00 o �a r � r> n mn r 7J 13tld m r� 11N31m,Otl tl3H3 13 1 _ - Or `-.... m 60 00 r x x m i <00 oas : rK< � C mr� r -0-0 n Mnaz Cn ox� c 6 p 0c xx ...------- '� m mm 4 SS3��tl R1 � m T X a t ON 8 :s nm N ! o anu a vs O Z77 T n � °o .n C) - - rsm ow im �rros'ss iN iw O (oar oc ------loci oz 1 t f F - 7 6m o67 U° CA'k ALL TRAI L M --- V) oou� L1561��L 9 A d o 4-'Do iii %m , l � H a r pOC8iy0V �qz t •l t 2 C Lr 11 u, mm OOS'B°LO'1'' lsio6505'Y $55 9� � 9 C O` rAj m a n t Z � O Z O O a w m a Traffic Characteristics of the Kendall Marketplace Development To evaluate the impact of the subject development on the area street system, it was necessai} to quantify the number of vehicle trips the site will generate during the weekday morning and afternoon peak hours, and then determine the directions from which this traffic will approach and depart the site. Proposed Site and Development Plan As mentioned, the site is currently undeveloped and is located in the northwest quadrant of the intersection of Cannonball Trail and US 34 in Yorkville, Illinois. The commercial development proposes approximately 1.000,468 square feet of gross leasable retail area, which includes several anchor tenants, mline retail, and outlets that will front both US 34 and Cannonball Trail. The residential development, located north/behind the retail development. proposes 28 single-family homes and 164 townhomes. Lot 20, an 8 35-acre parcel, located at the northeast section of the development(along Cannonball'frail)has been dedicated for civic use Site Access The site has over 2,000 feet of frontage along US 34. and over 2,100 feet of frontage along Cannonball Trail. As such,five access points are proposed for this development Access 1 and Cannonball Trail —Located approximately 2,100 feet northeast of US 34. this proposed full access driveway will provide access to both the residential and commercial developments, in addition to the civic use parcel (Lot 20). Access 2 and Cannonball 'frail — Located approximately 930 feet northeast of I1S 34 and approximately 340 feet southwest of Hickory Lane, this proposed full access driveway "it[ serve the outlots and commercial along Cannonball I Trail Access 3 and US 34 — Located approximately 400 feet west of Cannonball Trail, this proposed access driveway will be restricted to nght-m/right-out (RIRO) only movements. under stop-sign control. This driveway will supplement Access 4. • Access 4 and US 34 - A full access driveway on US 34, located approximately 1,120 feet west of Cannonball Trail and approximately 900 feet east of the proposed Beecher Road alignment intersection(to be signalized) Access 4 proposes to be signalized, providing full access to US 34. 8 Access 5 and US 34 — Located approximately mid-distance between Access 4 and the proposed Beecher Road (approximately 450 feet in either direction). this proposed access driveway will be restricted to RIRO only movements, under stop-sign control. Similar to Access 3,this driveway will supplement Access 4 As mentioned, Beecher Road will be constructed as a five-lane cross-section, extending north of US 34 to the extent of the Kendall Marketplace property line. As such, it was assumed for the purposes of this study that the intersection of US 34 and Beecher Road would serve as a sixth access driveway to the Kendall Marketplace development, where internal driveways (for both the commercial and residential sections) to the Kendall Marketplace development would intersect Beecher Road Figure 5 illustrates the proposed access driveways to this development with their respecu\e spacing(distance in feet)to each other and the existing signalized intersections Directional Distribution of Site Traffic Two directional distributions were established for the proposed site; one for the residential land use, the other for the retail land use The residential directional distribution was based on the existing travel patterns near the site and the operational characteristics of the street system The retail directional distribution was estimated based on the location of existing and proposed surrounding residential developments. The anticipated directional distributions of site traffic are shown to Table 1 and illustrated in Figure 6. Table 1 DIRECTIONAL DISTRIBUTION OF SITE-GENERATED 'IRAFFIC Direction To/From Residential Distribution Retail Distribution North on IL 47 40% 10% East on Cannonball Trail (east of 11.47) 5% 5% South on Cannonball Trail (south of US 34) 0% 5% West on US 34 15% 35% East on US 34 40 X5% Total 100% 100% 9 m z 0 Z o p C �n F r> R n m Z7 �,3H1iVN1WIl3Hd1 F m LLN3WNN11tl yp339._. o_r 71 p I y . _ 5 5539�tl - zy m p my O mz Z!m m O m H m (n z zo N > S5309V m m o a � c m J H_ O O ° z O V1 F+ r � o n n � 71 n L1 :� 930' CANNO ALl 71? IL Z 2,I00' 340 1,170' C7 x 0 a Y m a z C Lq ll NN 9Y >A C ° � m D z y z 0 m a 0 m z �Z o 00 r � n r� ma w r Fm 11N3WN0tlO',y3H...3..... '^ Z O ........... - cr m 00 ti o0 r mom NKN NMO MM � yDZ Z>> oo z N N cc O o D i 1 Z Z m 0 o .._.....E S533Otl � m C� O n Z jm } r CANNONBALL TRAIL Z7 C a � o O a �-VO11 %Ob' y m z Lt 11 z C N41 � 9� o z g � z c u N c+ w m a 0 m F � z r �n r n 77 tltlN�W�'13Hd1 Fm PN 11N3WN�tl OH - Na t-2T c160 2.. _O r° . 1, - I nm �r- Boa O O y L 2 IBU 00 r�. 5 SS333q mm mm - ' mm o� i na K K IW m~ t 30 11711 �� j ( `65 '36.1 — I mm nn -'----------------- r r q 553JJtl m co z� z N ar m Fri a� N i I 2 IBII ' n _ 95 � -r m D Ym� t s M4, M_ (y n 038) :N 4 t tls rs :y ID f34; CA 30 1ag�1NNONBALL "4+iM rssj oN 920001 ti- 7RA1L -9 r 13 rga1Y C m C/) < m Y 9 2 Lq it N f/' 9W � A x m T D m r C Z C Z O s c m Site Traffic Generation The estimates of traffic to be generated b) the proposed Kendall Marketplace development are based upon the proposed land use types and sizes I he %olume of traffic generated was estimated using data published in the Institute of'I'ransportation Engineers (ITG) Trip Generation Manual. 7a' Edition. The number of single-family homes and townhomes and the square footage of the retail development were used as the independent variables in determining the site-generated traffic. In addition, a pass-by trip reduction of 20% was applied to the retail traffic. Table 2 tabulates the total trips anticipated with this dci clopment during the weekday morning and afternoon peak hour periods, as well as daily Table 2 ESTIMATED SITE-GENERATED PEAK IIOUR I RAFFIC VOL[IMI S Weekday A M Weekday P M Peak I low Peak Hour ITE Land- Usc Code Type/Size In Out total In Out 'total Dash 210 Single-Family-28 Units 10 20 30 25 10 35 230 Townhomes— 164 Units L5 60 75 61) 30 SW 99.0 Total Residential Trips: 25 80 105 85 40 125 1,305 820 Retail— 1,000,468 s 380 245 625 1,380 1,490 2.870 hq +9s Less Retail Pass-By(20%) 75 750 :125 275. :3f10 -575 -6-00 Total New Retail Trips: 305 195 500 1,105 1,190 2,295 24,325 Total Kendall Marketplace Trips: 330 275 605 1,190 1,230 2,420 25,5811 Site Traffic Assignment The peak hour traffic volumes prQlected to be generated by the proposed Kendall Marketplace development (refer to Table 2) were assigned to the area roadways based on the directional distribution analysis (Table l: Figure 6) and the proposed access driveways. Figure 7 shows the assignment of the site-generated peak hour traffic volumes. 12 Background Traffic Developments and Future Roadway Improvements Traffic volumes in the study area were projected to Year 2010 (the Year the proposed Kendall Marketplace development is expected to be completed) and to Year 2016 and Year 2026 (per ID01 requirements). Projected non-site traffic volumes include all existing traffic and traffic related it) any nearby specific developments expected to be completed and/or occupied by Year 2010. m addition to a regional traffic growth factor applied to all three future conditions. Anticipated site- generated traffic volumes (refer to Table 2 and Figure 7) were then superimposed upon these non- site related volumes to reflect the total traffic conditions for these respective years firth the proposed site development. The analysts also considered roadway improvements proposed tvthm the study area environs. Future Roadway Improvements The following roadway improvements were considered when analyzing the future conditions I IS Route,34 According to IDUT. US Route 34 is ultimately planned to provide two travel lanes m each direction with an 18-feet wide median ti 47 and Cannonball Trail It is our understanding that an eastbound left-turn lane is to be constructed at the intersection of IL 47 and Cannonball Trail This turn lane was incorporated into all three projected conditions B erher Road Fxtencinn As mentioned,Beecher Road has been identified as it five-lane cross-section,providing two throu6h lanes in each direction For the purposes of this study, it was assumed that Beecher extended onh to the north edge of the Kendall Marketplace dct clopment and to the river to the south, serving as the primary access to the Rush-Copley Medical('enter Campus. 14 Planned Development Three planned developments were included in the future traffic projections for the purposes of this traffic study: Blackberry Woods. Kimball Hills Ilomcs_ and the Rush-Copley Medical Center Campus. • Blackberry Woods development, located south off IS 34 on Cannonball Trail, proposes 135 single-family homes. • Kimball Hills Homes development is located on C amnonball Trail, north of the subject development. Construction of the planned 445 single-family homes development has already begun. A school and park is also planned for this development • Rush-Copley Medical Center Campus will include a 300.000 square feet hospital. a 42.000 square feet medical office building with a surgicenter and urgent care, a 115,000 square feet fitness center, and 40,000 square feet of retail. 7 his development will be located south of US 34, with primary access from the Beecher Road extension The total trips expected tot these three developments are tabulated in I able 3 Table 3 ES HMATED BACKGROUND-GENERA 1'ED PEAK i IOUR TRAFFIC VOLUME'S Weekday A M Weekday P M Peak Hour _ Peak Hour Development to Out Total In Out total Dail Kimball Hill Homes 155 295 450 265 150 41S 4.540 Blackberry Woods 25 80 105 90 50 140 1,370 Rush-Copley Medical Campus 5.90 335 925 115 210 1.885 16645 Total Trips: 180 37.5 555 355 200 555 5,910 Figure 8 shows the assignment of the background development peak hour traffic volumes as thcN relate to the study area involved with the Kendall Marketplace development The residential and commercial directional distributions established lbr the Kendall Marketplace were used I'm the respective planned background developments. Background Growth To comply with IDOT's standards, analyses were conducted for Year 2010, Year 2016. and Year 2026 conditions, where the pre-established growth factor of 6 percent per year was applied to the existing traffic volumes recorded at the US 34 and Cannonball Frail intersection (24 percent lot Year 2010; 60 percent for Year 2016, 120 percent for Year 2026) 15 0 Z <Z o �o �n <— N r r� a �] r I 13tld1 m �LN3JdN'Jlti 133N 331_.--.---- m115 134U1-3 1r1 220 1630) i _ S 5537otl mm mm � s s i oO as 1 K K 1 � e � m ' 03 - 1 i n z D -r_---------------- ;t b SS330V m O o xx M ay 0 io NN C nm CD a E S53JJtl �._ m G m _ a n ;n J! � 75 135, is m z 45(55) eo izs� t F-_-'051230) 25 i6i7 Nao SQ)01-.. C4NNONB45LpiRAlL _ . 3 rzJOi Ol D m ox° a N' "w, ,ocl > L" ll lctl 0Z'� t 2C 1� a C A m D z o � z N m w m Total Projected Traffic Conditions Roadway and adjacent or nearby intersection capacity anal)scs were perfonncd for the fbllo%NinL four conditions: 1 Condition 1: Existing Conditions (Year 2006) - Analyzes the capacity of the existing roadway system using currently recorded traffic volumes in the surrounding area 2 Condition 2: Build Condition (Year 2010) - "I his condition analyzes the site btuldout h} incorporating the existing traffic volumes with the projected site-generated traffic \ohunc,�. nearby planned developments, and an ambient regional traffic growth factor of 124 (6 percent per year for four years)applied to all twelve movements at the intersection oft S 34 and Cannonball Trail. These \olumcs were added to the through volumes for the access driveway intersections along both Cannonball l tail and along US 34 Total prolected traffic volumes for Year 2010 are shown in Figure 9 3 Condition 3- Year 2016 - In compliance �iith the Illinois Department of Transportation (iDOT), traffic for the study area was protected to Year 2016, which includes Condition 2 data but with a traffic growth factor of 1 60 (60 percent of Year 2006 existing traffic volumes). Total projected traffic volumes for Year 2016 are shown in Figure 10 4 Condition 4• Year 2026— Similar to Condition 3, in compliance with [DOT requirements. traffic was projected to Year 2026, which incorporates Condition 3 but with a uallic growth factor of 2.20 (120 percent of Year 2006 existing traffic volumes) Total prolected traffic volumes for Year 2026 are shown in Figure 11 Evaluation 'Ilse following provides an evaluation conducted Rtr the weekday morning and afternoon peak hours to determine the impact of projected site traffic and future planned background tratfic on the surrounding roadway network and at the site access locations. The analysts includes conducting capacity analyses to provide an indication of how well the roadway facilities serxe the anticipated traffic demands placed upon them f'ktr the future (Year 2010, 2016, and 2026) conditions. 17 m f'1 �Z x C� o �n <r N M> n m D � • S1 ^' WC13tld1 1^ r r., -...11N3WtltlOH tl N� _, —515) -s lsr c r J l `]0 1220..•----'•--.----"-.-_-- n - E5 (3901 r- 5151-. 1tr oo 220 1630)7 _ O O Q(81) r(. S S5337tl xx gat an -M _ 1 k--30 (111) �D o X 65 (161) xx -•--_............- O O tr b SS3tl7tl m cc C- '_ N N n n �3 CJ I t Q in -� t r E SS300V egg tr �23s 0 NO" y n 1202!2131 O 9011941+ 6) tr 4L 98045 =k' 6191 I]S IQS)-� 39O es NNONBALC THAICJ 4+`55 rs0Ar L1 342 691$/51- A n 196612 nJ ? s % r15L01 094 o� l0O a _ O m )1 O ;v -t htf 2C Cb V t59H OSY mN 105105-1 Sr,- v ' n � � C m m D l Z -) C �D U a �I F f� D --1 r� a fT7> r- z+ rr U i2) Iron I Lw3WatlOti usHJ331'13__.. _, — - Z Or J 1 l rso Izm_--------........ 05(3401-� r•--- 5151_ 7rr 220 (6301 D_O (BD u � y Nv 0 mm mm ca vo NT C �n ]> _v L V ° F- m. i 30 UTD N D D z (361) x ° J 22 } I,. 4 SS330tl m (Zc C- r n = m f`i n a vs C7 � 4-12 tB0 .J l - 3 moY a, n t im 6n4D91 uW iH D i :r J1 � if�22.... 6991 rto 12og1 oNN 45i,sea11 NNONBALI iRAlir 4*5sl83n 2 42""i C.l 424(5 v i D L tkSLr "'Z J. .-ISIDO 0Z9 01 � m r 9 2 C L4 �1 I001029 4c8o6` N N 1OD951 US 9� � � n n � F C n � z o z c ° 4 G T �Z O <r r� > M> S - 4W1�3tld1 m Z-21 I'M ;,tW VOtl b-------- .-. M .-519 o J 1 l 30 azR.- 1 r� 05 5461 220 16]01 7 O O 00 7 . u ut Q(BD 3 mm 5 x I O o � °'ffi i n a <K eP D oP mm m r �•� ' tJ011111 nD2 1 4 ' 4-65 170 f r b S530Dtl Cc O xm C- F-1 � gr: i an F-1 � n v� � LQ-- K" '__..._ ..SS3 E 53 1 �9tl D NOS 0 M ' 3gf5241 M :y f2831 co °e N F- 120 12651 ✓L"CIS OSol 95 n20� 1 �_� 6=;69018291 �f 225 269 7 _ 56z(,91 J NNOIva TRAI 4+`649 f 8611 6551,. 9' nl L, e 0 (fi45 1 v Fri ID i t 10661 fC2 -� 4 r10BV11 558 C < of f*J m CT) D TV 056 mSoa y N 1051 05 D° J n A x C O m T D m � z o y z � 1 . - L Q Traffic Analyses The traffic analyses were performed usmg the methodologies outlined in the Transportation Research Board's Highivay Cupucitv Afeanral (//ilh. 1000 and modeled using Synchro 6 0 software The analyses for the traffic-signal controlled intersections were accomplished using field observed cycle lenglis to determine the average overall tehicle delay, volume-to-capacity ratios_ and levels of service. The analyses for the unsignalized intersections determine the average control delay to vclucfes at an intersection. Control delay is the elapsed time from a vehicle joining the queue at a stop sign (includes the time required to decelerate to a stop) until its departure from the stop seen and resumption of free-flow speed. The methodology analyses each intersection approach controlled by a stop sign and considers traffic volumes on all approaches. lane characteristics. and the percentage of heavy vehicles. I'he ability of an intersection to accommodate traffic How is expressed un terms of level of sen ice, which is assigned a letter from A to I• haled on the average control delay experienced b\ vehicles passing through the intersection Control delay n that portion of the total dcla\ attributed to the traffic signal or stop sign control operation. and includes initial deceleration delay. queue move-up time_ stopped delay, and final acceleration delay. Level of Service A is the highest grade (best traffic flow and least dela)). Level of Service E represents saturated nt at-capacity conditions, and Level of Service I v, the lowest grade (oversaturated conditions. extensive delays). Typically, Level of Service D is the lowest acceptable grade for peak hour conditions in a suburbanizing environment The Ihghlvay Capacity Manuel definitions for levels of service and the corresponding control delay for both signalized and unsignaltzed intersections arc shotkn in Table a Summaries of the capacity analysis results for the existing traffic conditions are shown in Table 5. Summaries for the future conditions arc presented in Table 6. A discussion of the hcy intersections follows. "1 I Table 4 LEVEL OF SERVICE CRITERIA Signalized Intersections Level of Interpretation Average C onuul Service Delay _ (seconds per X AIL IC) A Very short delay, with extremely favoiably progression Most : 10 vehicles arrive during the green phase and do not .top at all B Good progression, with more vehicles stopping than fir Level of 10- 20 Service A,causing higher levels of aveiagc delay C Light congestion, with individual cycle failures beginning to appear 20 35 Number of vehicles stopping is significant at this levc I D Congestion is more noticeable. with longer delays rewltmg from 35 55 combinations of unfavorable progression, long cycle lengths, or high V/C ratios Many vehicles stop, and the proportion of vehicles not stopping declines I- [.unit of acceptable delay High delays result from poor progression, 55 80 high cycle lengths,and high VIC ratios F Unacceptable delays occurring, with ov ci saturalion - 80 Unsignalized Intersections Level of Service M eraroe Control Delay(seconds per vehicle) A -- 0- 10 -- B > 10- 15 C' > 15- 2� D > 25— ;: C >35 —5(1 F > 50 Source lOehrrcg,C'aparrryy Afananl,2000 - -- - Table 5 CAPACITY ANALYSES RESULTS- EXIST IN6 CONDI PION _ Weekday \ M Weekday 1' M Intersection Peak How Peak Hour Cannonball Trail at US 34 (signal) (• - 2:) 1 C 24 2 Cannonball"frail at IL 47 (signal) 11 - 1-,) 4 B - 14 ; LOS - Represents the intersection as a whole. Mies,; the approach is noted Delay is measured in seconds. Table 6 CAPACITY ANALYSES RESULTS - FUTURE CONDI I IONS Weekday A M Weekday P M Peak Hour __ Peak Ilour _ Year ycal YLer Year Ycai l lai _2026 Intersection 2010 2016 _ 2026 2010 2016 Cannonball Trail at US 34 (signal) C-268* C- 31 '* C 11`* D - 530* E--7 4;* 1 N8 _ Cannonball Trail at IL 47 - (signal) C-214* C- 230 C - 241 C -275* C -290 1) - US 34 at Beecher Road (signal) C -243* D 356 C 16 '* D-383* L -551 D- V US 34 at Access 4 (signal) B- 100* B- 120 A --98* C -31 1* E -566 13 1601 Cannonball Trail at Acce%c I (TWSC) B - 138* U- 150 ( - 173 D -283* D - 343 I Ise Cannonball Trail at Access 2 (TWSC) 13 - 12 7* B- 13 6 C - 15 _' C- 19 7* C 22 4 1) 26 8 US 34 at Access 3 (RIRO) 13- 115* 13- 12 3 A 42* C 237* G - 506 13 12 ^ US 34 at Access 5 (RIRO) B- 112* 13 116 A - 93* C - 151* D-274 * -Geometric and/or traffic control improvements are needed LOS-Represents the intersection as a whole, for I WS( the I OS i rplt,em the inmoi appro.ich Delay is measured in seconds TWSC- two-way stop controlled intersection 21 Recommendations Based on the analyses for the three projected condrtton,_ roadsway geometric IMprovemcntti and traffic control improvements will be needed the improvements recommended tin the Ycar2010 condition (buildoul of the suhicct dCNelopment and planned hackground developments) are also applicable to the Year 2016 condition, where no additional improN enient� are needed, except for the intersection of IIS 14 and Cannonball Trail, which will require dual left-turn lanes on US 34 for the Year 2016 condition the Year 2026 condition include, additional improvements to US 34 Figure 12 illustrates the recommended ❑nprovementI, fiir Year 2010 condmom t he Improvements are distinguished between "C'onidor Improvements" and -'Site Impro\ement, ' Corridor improvements are those improvementti that are needed based on a combination of planned background developments and overall regional growth to the area. Site hnproxenteni� are those improvements specifically linked to the Kendall Marketplace development Year 2010 1 Cannonball l rail and II 47 o Eastbound left-turn lane (pro%ided by others) o Additional through lane on 11 47 • North approach Right-turn lane. two through lanes. left-turn lane • South approach Shared through/right-turn lane. through lane. and left-turn lane Note. IL 47 widening is not dircetly related to the Kendall Marketplace development and Is considered a corridor improvement 2 Cannonball Trail and US 34 o Southbound right-turn lane o Northbound right-turn lane o Additional through lane for both eastbound and westbound traffic on US 34. o Eastbound right-turn lane ,4 ° Z <f- i _ N - n rf I `1N3WN'JI'1tl tlF3N.....�l3tldl.. r � OVOti...• J 111 f 5 S530JV � �anN m z OOMM O y C. oow l A O Z i 1 — 1 mz C-1 11P Nzz I . n Z ~ I r 0 im i D ' O I '111• E SS37JV i r y n N n lttf a` �li'i• OJUSALL � I D � I m �4 ( • C> ti m ' y A _\ ZC_ X41, •%C N f0 I 9 Dp � a C O � � D °• � z M1 �- T i 3 US 34 Corridor o Widen LIS 34 from it two-lane cross-section to a five-lane cross-section beginning cast of C'annonhall 'I rail and tapering back to a two-lane crn�,- section west of Beecher Road It is important to note that the \%idening of US 34 to a five-lane cross-section n needed to accommodate not onti, the traltic generated by the Kendall Marketplace development, but also to accommodate the traffic generated h} the planned background developments and the expected general growth m traffic assumed under the future conditions. 4 Cannonball Trait Corridor o Widen Cannonball 'I rail w a three-Line cross-section beginning north of Access 1, where the centei two-waN left-turn lane becomes the southbound left-turn lane at its mtersetUon t+ith I S 34 i. Cannonball Trail at Access 1 • Northbound left-turn lane on Cannonball Trail • Access 1 driveway should prinide one inbound and tv.o outbound lane,. striped as a lefl-turn lane and a right-lurn lane The Outbound lanes Should be under stop-sign control • This intersection should he periodically monitored to dOernvne if it traffic signal is warranted/needed to allow protected passage for exiting traffic onto Cannonball 1 rail 6. Cannonball "I rail at Access 2 o Northbound left-turn lane nn Cannonball I rail o Southbound right-turn lane on Cannonball hrail o Access 2 driveway should protnde one inbound and tvo outbound land. striped as a left-turn lane and a right-ban lane The outbound lanes should be under stop-sign control o The traffic volumes at this nnten:seclion do not warrant a traffic ,i1- a]. however. it is recommended that this intersection continue to be monitored once the development is completed to determine i1 the ttaflic N plumes then warrant a traffic signal the analyses indicate that this intersection will operate at an acceptable LOS t�ith kc,xss 2 under stop-,,ngn control 16 7 US 34 at Access 3 (RIRO) and (IS 34 at Acccss i (RIRO) o Westbound right-turn last on US 14 O Access driveway should pro%ide one inbound and one outbound last. the outbound lane should be under slop-sign control O A raised island Should be construcled to physically restrict the nursing movements The desien of the roused island should ensure that Scn rte delivery trucks and emergcnc) re,ponse vehicles could make the required turning movement. 9 US 34 at Access 4 • Signalize the intersection— the projected traffic volumes warrant a signal • Westbound right-turn lane on I IS .14 • Eastbound left-turn lane on I IS 34 • Access 4 should be a five-lane cros,-section, providing two inbound lane,. two southbound left-turn lane, and one Southhound right-turn lane 9 US 34 at Beecher Road • Signalize the intersection • North Approach left-turn lane, t\a•o through lanes,right-turn lane • South Approach- left-turn lane. two through lanes. right-turn lane • West Approach lelt-turn lane. two throu>;h Janes, right-turn lane • Fast Approach left-turn lane. Itio through lanes, right-turn lane Year 2016 At the intersection of US 34 and Cannonball "I rail, dual Ic1t-11.irn lanes will be needed on the ea,t and west approaches. The need for these dual left-turn lams is a result of the Increase u1 of erall traffic growth applied to the movements at this Intersection (60 percent), and is not directh attributable to the Kendall Marketplace development Year 2026 This projected condition incorporates all of the gcontctuc and traffic control recommendation, for the Year 2010 and Year 2016 condition. In addition to the firllowing: Based on the 2.20 growth factor applied to the existing traffic Volumes. the analyses indicate that US 34 will need to be widened to proNide three through lanes in each direction As mentioned. prgjectmg to Year 2026 is an MOT requirement and I% used for informational purposes onh 27 Conclusion The Kendall Marketplace development will hate otcr 2,000 liel of frtmttgc along IIS 34 and otcr 2.100 feet of frontage along Cannonball trail. 11ccessrtatl11�4 the need for the proposed 5 acee„ drtteways (in addition to those access drrvewa}s that call he developed on Beecher Road) 1 here driveways. according to the capacity analyses. will effectitely disperse the site-generated ttallic to/from the adjacent roadway network 'I he traffic control and roadway geoniatrtc ntprot entente can be phased to coincide with the development Sve The proposed Access 1 and Access 2 on Cannonball I rail should he periodically monitored to determine if traffic signals are warranted kend,JI Marketplace m yorkxik 6-29-2006 i%m dux. 2x DEVELOPMENT AGREEMENT PROJECT I Between the UNITED CITY OF YORKVILLE, ILLINOIS And CANNONBALL LLC Dated as of 12006 TABLE OF CONTENTS ARTICLE I - DEFINITIONS ............................................................................2 ARTICLE II - DESIGNATION OF DEVELOPER .............................................. 5 ARTICLE III - CONSTRUCTION OF DEVELOPMENT PROJECT.................... 5 3.1 Construction Schedule..................................................................... 5 3.2 Developer to Construct the Project................................................... 6 3.3 SSA Improvements................................... ........ ..a...................... 6 3.4 Construction Contracts; Insurance ................... ......... .................... 6 3.5 Governmental Approvals............................. .................................. 6 3.6 Concept Site Plan .................................... .................................... 6 3.7 Construction Plans ...................... .....>;.. .. ..................... 6 3.8 Certificate of Substantial Completion.....':. ...... ................. 7 3.9 Fees............................................. ....... : .:.......... 7 ARTICLE IV— PAYMENT OF DEVELOPER COSTS'........................................ 7 4.1 City's Obligation to Pay Developer..................................................... 7 4.2 Reimbursements Limited to Project Costs; Developer's Right to Substitute ......................................... ........ ........................................ 8 ARTICLE V— SPECIAL SERVICE AREA BONDS/BUSINESS DISTRICT SALES TAX BONDS (PROJECT I) -. ......... .................................... 8 5.1 Bond Ordinances: Pledged Taxes ......... '. ............................... 8 5.2 Application of Revenues... ��` .................................... 8 ... ........ 5.2.1 Business District Sales Tax Bonds (Project I) ....................... 8 5.2.2 SSA Bonds ....... ...::........................................................ 8 5.3 Issuance,of Bonds............. ......... ................................................ 9 5.4 Conditions of-Issuance...................................................................... 9 5.5 City's Bond Expenses....... ............................................................. 9 5.6 Disbursements to Developer ............................................................ 9 5,7 Maturity of Bonds ....................................................................... 10 65:8 Cooperation in the Issuance of Bonds............................................ 10 N&.9 No Other Bonds or Uses of Special Service Area Revenues and Rix smess District Sales Tax Revenues.................................................. 10 5 1&Rescission of the Business District Sales Tax............................... 10 ARTICLE VI-JkSOLLECTION AND USE OF REVENUES................................ 10 6.1 Crea tfti Fund............................................................................ 10 6.2 Coop4 ation in Determining Revenues............................................ 10 6.3 Reporting of Sales.......................................................................... 10 6.4 Confidential Information................................................................ 11 6.5 Obligation to Report Pledged Revenues .......................................... 11 ARTICLE VII — GENERAL PROVISIONS....................................................... 11 7.1 Successors and Assigns................................................................. 11 7.1.1 Binding Affect.................................................................... 11 7.1.2 Assignment or Sale............................................................ 11 7.1.3 Assignment or Sale to Exempt Organization....................... 12 7.2 Remedies....................................................................................... 12 7.3 Force Majeure................................................................................ 13 7.4 Notices .......................................................................................... 13 7.5 Insurance; Damage or Destruction of Project ................................. 14 7.6 Inspection...................................................................................... 16 7.7 Choice of Law ................................................................................ 16 7.8 Entire Agreement; Amendment ...................................................... 16 7.9 Counterparts................................................................................. 16 7.10 Severability............................................................::..................... 16 7.11 Representatives Not Personally Liable ................ .:_a............. 16 7.12 Indemnification..................................... ........ : ....................... 17 7.12.1 Invalidity.................................. ......... .._................... 17 7.12.2 Damage or Injury...................... ...................... 17 7.12.3 Personal Liability...................... ........ .......... 17 7.13 Survival........................... .... ................ .......... 17 7.14 Legal Opinion ........................... ..... ... ..................... ......... 17 7.15 Term......................................... ......... ........ 17 7.16 Conflict..................................... ......... ....... .......................... 17 ARTICLE VIII — REPRESENTATIONS OF THE PARTIES ............................. 18 8.1 Representations of the City-.......................................................... 18 8.2 Representations of the Developer..................... ....................... 18 x kA` -x 2 S:\Client Data\Harlem Irving Development\06009\Documents\06-10-11 Development Agreement Project I v6.doc October 11, 2006 EXHIBITS EXHIBIT A Legal Description of the Property EXHIBIT A-1 Legal Description of the Special Service Area EXHIBIT A-2 Legal Description of the Business District EXHIBIT B Project Costs to be paid for with SSA proceeds EXHIBIT C Project Costs to be paid with Business District Bond Proceeds EXHIBIT D Form of Certificate of Substantial ComplehonM,�. EXHIBIT E Form of Certificate of Project Costs <- EXHIBIT F Concept Site Plan EXHIBIT G Form of Power of Attorney tT b 4yw�me S .35 t31 �z. DEVELOPMENT AGREEMENT THIS DEVELOPMENT AGREEMENT is made and entered into as of this_ day of , 2006, by and between the UNITED CITY OF YORKVILLE, Kendall County, Illinois, an Illinois Municipal Corporation duly organized and existing as a non-home rule unit of government under Section 7, Article VII of the 1970 Constitution of the State of Illinois, and CANNONBALL LLC, an Illinois limited liability company. Capitalized terms used but not otherwise defined herein shall have the meanings ascribed to them in Article I of this Agreement. .. RECITALS A. As a non-home rule unit of government duly organized.under Section 7, Article VII of the 1970 Constitution of the State of Illinois; the City has the power to regulate for the protection of the public health, safety, morals and°welfare of its inhabitants, and pursuant thereto, has the power to encourage private development in order to enhance the local tax base, create employment opportunities and to enter into contractual agreements with private parties in order to achieve these goals. B. As a non-home rule unit of government under the Constitution of the State of Illinois, and under the provisions of the Special Service Area Tax Law, 35 ILCS 200/27-5 et seq., the City has the authority to provide special services to an area within its boundaries and to levy a tax to pay for such services or the payment of debt incurred for that purpose. C. As a non-home rule unit of government under the Constitution of the State of Illinois, and under the provisions of the Business District Development and Redevelopment Act,; 65 ILCS S/11-74.3 et seg., the City has the authority to cause the creation of a business district, to levy a retailers' occupation tax and service occupation tax within the district, to borrow funds, issue bonds and pledge a portion of its other revenues to facilitate the financing of a business district project, all in accordance'witlrtfie'district plan. D. The Developer proposes to construct an approximately 800,000 square foot mix of tetail stores, restaurants and office space at the intersection of Illinois Route 34 and Canrl�nball Trail in the City as described on the Concept Site Plan. m E. In order to induce the Developer to undertake the Project, the City desires to create a Special Service Area pursuant to the Special Service Area Tax Law, to impose certain taxes within the Special Service Area, to issue the SSA Bonds, to use the proceeds from the sale of the SSA Bonds to pay for special services in the Special Service Area and to expend the Special Service Area revenues to retire the SSA Bonds. F. On , 2006, after giving all notices and holding all hearings required under the Special Service Area Law, the City adopted "Ordinance No. An Ordinance Establishing United City of Yorkville Special Service Area Number_ , and on , 2006 adopted Ordinance No. Authorizing The Issuance of $ Special Service Area Number Ad Valorem Tax Bonds of the United City of Yorkville, Illinois (collectively the "SSA Ordinances"). G. In order to further induce the Developer to undertake the Project, the City desires to cause the creation of a business district pursuant to the Business District Development and Redevelopment Act and, pursuant thereto, to impose a certain sales tax within the Business District, to issue the Business District Sales Tax Bonds (Project I), to pledge the Business District Sales Tax, to the retirement of the Business District Sales Tax Bonds (Project I), and to expend the proceeds from the sale of such Bonds to facilitate the financing of the Project. H. On , 2006, the Corporate Authorities adopted Ordinance No. "An Ordinance of the United City of Yorkville creating Yorkville Business District No. (2006)" making all of the findings required under the Business District Act to cause the creation of the Business District, approving the District Plan, and imposing a retailers' occupation tax and service,occupatlon, tax within such business district, and on 2006 in furthetaripe of the District Plan "An Ordinance of the United City of Yorkville"Authorizing the Issuance of $ Business District Number Sales Tax Bonds of the United City of Yorkville, Illinois (Series 2006; �J,. (collectively the 'Susiness District Ordinances'). F 2, Now, therefore, in consideration of the premises and promises contained herein and other good and valuable consideration 'the adequacy and sufficiency of which are hereby acknowledged, the parties heretb agree as follows: ARTICLE I DEFINITIONS As used in this Agreement, the following words and terms shall have the following meanings: "Agreement" means this Development Agreement, as the same may be from time to time modified, amended or supplemented in writing by the parties hereto. ."-`a? . "Bond Counse*laeans )� ey"8v Lardner LLP, or an attorney at law or a firm of attorneys acceptable % the gity of nationally recognized standing in matters pertaining to the tax e pt nature of interest on obligations issued by states and their political subdivisionduly admitted to the practice of law before the highest court of any state of the Unite .State of America or the District of Columbia. "Bonds" iie, the SSA Bonds and the Business District Sales Tax Bonds (Project I) collective. S "Bond Ordinances" means the SSA Ordinances and the Business District Ordinances. "Bond Proceeds" means the gross cash proceeds from the sale of the SSA Bonds and the Business District Sales Tax Bonds (Project I) before payment of Issuance Costs, together with any interest earned thereon. 2 S:\Client Data\Harlem Irving Development\06009\Documents\06-10-11 Development Agreement Project I v6.doc October 11,2006 "Business District" means a district within the City created pursuant to the Business District Act and legally described on Exhibit A-2 attached hereto and incorporated by reference herein whose boundaries are coterminous with the Property. "Business District Act" means the Business District Development and Redevelopment Act, 65 ILCS 5/11-74.3 et seq. "Business District Sales Tax Bonds (Project I)" means any obligations secured by the Business District Sales Tax Revenues and authorized and issued by the City to fund all or a portion of the Project costs in accordance with the Business District Act and this Agreement. "Business District Sales Tax Revenues" means the Business District Sales Tax. "Business District Sales Tax" means the one half of one percent (.5%) Business District Sales Tax levied by the City in the Business District on sales by retailers and servicemen operating on the Property, and any tax intended to replace the same as enacted by law or ordinance of the City,or any governmental authority during the Term of this Agreement. "Certificate of Project Costs" means a document substantially in the form of Exhibit E, attached hereto and incorporated herein by reference, provided by the Developer to the City in accordance with this Agreement and evidencing Project Costs incurred or to be incurred,.bythe Developer and eligible for payment under the terms of this Agreement. "Certif!cate,of,Substantial Completion" means a document substantially in the form of Exhibit D, attached hereto and incorporated herein by reference, issued by the Developer to the City in accordance with this Agreement and evidencing the Developer's substantial satisfaction of all material obligations and covenants to construct the PttoJeet as set forth in the Concept Site Plan. it means the United City of Yorkville, Kendall County, Illinois, an Illinois Mumclp*a1 Corporation and a non-home rule unit of government duly organized and existing hider the 1970 Constitution of the State of Illinois. it Atorne►f' means John Wyeth, or an attorney at law or a firm of attorneys acceptable to the -City of recognized standing in matters of municipal law duly admitted to the practice of law before the highest court of the State of Illinois. "Closing Date," means , 2006 or such earlier date as the City, the Developer and the Underwriter of the Bonds shall mutually agree upon and refers to the transaction at which the Bonds are delivered by the City to the Underwriter, the proceeds are available to be paid to the Developer, and this Agreement is fully executed. "Concept Site Plan" means, collectively, those documents set forth in Exhibit F, attached hereto and incorporated herein by reference, depicting the conceptual 3 S:\Client Data\Herlem Irving Development\06009\Documents\06-10-11 Development Agreement Project I v6.doc October 11, 2006 program for construction of the Project, as modified by the Developer from time to time. "Construction Plans?' means plans, drawings, specifications and related documents, and construction schedules for the construction of the Project, together with all supplements, amendments or corrections, submitted by the Developer and approved by the City in accordance with and as required by this Agreement. "Corporate Authorities"means the Aldermen and the Mayor of the City. "Developer" means CANNONBALL LLC, an Illinois limld liability company, or its permitted successors or assigns in interest. ne t ttM== aka "Governmental Approvals" means all plat approv s, re-zoning or other zoning changes, the PUD Ordinance, site plan approvals,,conditional use permits, variances, building permits, or other subdivision, zoningnt. r similar approvals required for the implementation of the contemplated Project ar3&consistent with the Concept Site Plan and this Agreement. ' & a "Issuance Costs" means all costs reasonally incurred by the City in furtherance of the issuance of the Bonds, including without limitation the fees and expenses of financial advisors and consultants, the City's attorneys (including issuer's counsel and Bond Counsel), the City's administrative fees and expenses (including fees and costs of planning consultants), underwriters'discounts and fees, the costs of printing any Bonds and any official statements relating thereto, the costs of credit- enhancement, if any, capitalized interest, debt service reserves and the fees of any rating agency rating any Bonds. "Net Proceeds" means the proceeds derived from the issuance of the Bonds, net of any Issuance Costs. - "Pledged Revenue" means the SSA Tax and the Business District Sales Tax Revenue- k W y$roje -C means the construction of approximately 822,000 square feet of retail space, restaurants, and'office space including all work necessary to prepare the Property forfthe contemplated Project as described in this Agreement as approved or amended by- e Concept Site Plan, and all other work reasonably necessary to effectuate the in f this Agreement. "Project Costs" mean the sum total of all reasonable or necessary costs actually incurred in constructing the Project and any such costs incidental thereto. "Property means approximately One Hundred Forty (140) acres of real property (including without limitation all options held by third parties, fee interests, leasehold interests, tenant-in-common interests and such other like or similar interests) and existing improvements necessary for the implementation of the contemplated Project as legally described on Exhibit A hereto by this reference incorporated herein. 4 S:\Client Data\Harlem Irving Development\06009\Documents\06-10-11 Development Agreement Project I v6.doc October 11,2006 "PUD Ordinance" means Ordinance No. passed by the Corporate Authorities of the City granting a special use for planned unit development for the Property and related matters. "Sales Tax Acts" means the Illinois Retailers' Occupation Tax Act, 35 ILCS 120/1 et sea. and the Illinois Service Occupation Tax Act, 35 ILCS 115/1 et seq. "Special Service Area" means the area within the City created pursuant to the SSA Law containing the commercial portion of the Project aril legally described in Exhibit A-1, attached hereto and incorporated herein by* this=reference whose boundaries are coterminous with the Property. "SSA Bonds" means any obligations secured by the Sp'ecial Service Area Revenues and authorized and issued by the City to fund all or a portion of the Project costs in accordance with the Special Service Area Law and this Agreement "SSA Improvements" means the improvements and activities Kilescribed on Exhibit B, attached hereto and incorporated herein by reference. "SSA Law" means the Special Service Area Tax Law, 35 ILCS 200/27-5 et seg. "SSA Tax" means an ad valorem tax levied by the City in the Special Service Area in an amount sufficient to pay principal of and debt service on the SSA Bonds in accordance with the SSA Ordinances. "Trustee" means the trustee or fiscal,agent for any issue of Bonds. "Underwriter" means William Blair &:,Company or any firm of nationally recognized underwriters chosen by the City. ARTICLE II DESIGNATION OF DEVELOPER �m The City hereby selects the Developer to construct or cause the construction of the Project in accordance with the Concept Site Plan, this Agreement and all Governmental Approvals. Provided that the Bonds have first been issued and sold, the Developer hereby accepts such designation and agrees to cause the completion of the ;. Project in acc' fiance with the terms and conditions hereof. �iqp F ARTICLE III 'VCONSTRUCTION OF DEVELOPMENT PROJECT 3.1 Construction Schedule. The Developer shall commence construction of the Project within One Hundred Twenty (120) days of the later to occur of (a) Developer obtaining all necessary permits and Governmental Approvals; or (b) six (6) months after execution of this Agreement, and shall substantially complete construction of the following approximate square of retail, restaurant and commercial space comprising the Project as follows: November, 2007 188,550 square feet of anchor space; 5 S:\Client Data\Harlem Irving Development\06009\Documents\06-10-11 Development Agreement Project I v6.doc October 11, 2006 March, 2008 444,690 square feet (including approximately 185,000 square feet of anchor space); October, 2008 35,600 square feet; March, 2009 140,000 square feet; and October, 2009 18,000 square feet, all subject to force majeure as set forth in Section 7.3 below. 3.2 Developer to Construct the Project. The Developer shall commence or cause the commencement of the construction of the Project in accordance with the terms of this Agreement and the Concept Site Plan. To the extent of any inconsistency among the foregoing, the parties agree that the Concept Site Plan shall govern so long as performance in accordance therewith does not violate Govermmntal Approvals. The Developer shall complete or cause the completion of the Project i(accordance with the terms of and the schedule set forth in Section 3.1 of this Agreement 3.3 SSA Improvements. The Developer, on behalf of the City, shall cause the SSA Improvements to be constructed for the benefit of the Special Service Area, in accordance with the terms of this Agreement. The Developer agrees to notify its tenants and any purchasers of all or any portion of the Property of the Special Service Area. The City acknowledges that it does not intend to design, bid or construct the SSA Improvements. The City agrees that since the SSA Improvements are to be paid for in part by the SSA Tax and with Developer funds, that the Developer shall construct the SSA Improvements using subcontractors and materiahnen selected from time to time by the Developer, in its sole discretion, without advertising for bids as permitted by the provisions;of 65 ILCS 5/8!9-1 of the Illinois Municipal Code. The City, by entering into this Agreement agrees to waive the requirement to bid any contracts entered into between the Developer,and subcontractors for installation of the SSA Improvements. All SSA Improvements ,to be constructed hereunder shall be constructed in substantial accordance with any final plans approved by the City. Such SSA Improvements shall be all as approved by the City and in accordance with all applicable laws, ordinances, rules and regulations. The SSA Improvements shall be constructed in a good, workmanlike and commercially reasonable manner. w� 3.4 '�onstruction Contracts; Insurance. The Developer may enter into or cause to be end = into one or more construction contracts to complete the Project. Prior to the commencement of construction of any portion of the Project, the Developer shall obtain orW all require that any of its contractors obtains workers' compensation, comprehenslveubli c liability and builder's risk insurance coverage in commercially reasonable amsd shall deliver evidence of such insurance to the City. 3.5 Governmental Approvals. The City agrees to employ reasonable and good faith efforts to cooperate with the Developer and to process and timely consider and respond to all applications for the Governmental Approvals as received, all in accordance with the applicable City ordinances and laws of the State of Illinois. 3.6 Concept Site Plan. The Concept Site Plan is hereby approved in accordance with applicable City ordinances and codes. 3.7 Construction Plans. The Construction Plans for the Project shall be prepared by a professional engineer or architect licensed to practice in the State of Illinois and 6 S:\Client Data\Harlem Irving Development\06009\Documents\06-10-11 Development Agreement Project I v6.doc October 11, 2006 the Construction Plans and all construction practices and procedures with respect to the Project shall be in substantial conformity with all applicable state and local laws, ordinances and regulations. In conjunction with obtaining a building permit for the commencement of construction of the Project, the Developer shall submit Construction Plans for approval by the City in sufficient completeness and detail to show that construction will be in conformance with the Concept Site Plan and this Agreement. 3.8 Certificate of Substantial Completion. Promptly after substantial completion of the Project, the Developer shall furnish to the City a Certificate of Substantial Completion. The City shall, within thirty (30) days following delivery of the Certificate of Substantial Completion, carry out such inspections as it deems necessary to verify to its reasonable satisfaction the accuracy of the certificatiorit, contained in the Certificate of Substantial Completion. The Certificate of Substantial Completion shall be deemed accepted by the City unless, within thirty (30) days following delivery of the Certificate of Substantial Completion, the City furnishes the Developer with specific written objections to the status of the Project;, describing such objections and the measures required to correct such objections in reasonable detail. Upon acceptance of the Certificate of Substantial Completion by the City or upon the lapse of thirty (30) days after delivery thereof to the City without any written objections thereto, the Developer may record the Certificate of Substantial' Completion with the Kendall County Recorder of Deeds, and the same shall constitute evidence of the satisfaction of the Developer's agreements and covenants to construct the Project. The Certificate of Substantial Completion shall be in substantially the..Sorm attached as Exhibit D, attached hereto and incorporated by reference herein T-„ 3.9 Fees. Other than customary tap fees, no fee or charge of any description including, without]-imitation, building permits, plan review, inspection fees, or other regulatory fees or'chates, shall be imposed on Developer or on the development and use of the Property unless, as of the 'date of this Agreement, such fee or charge is an existence and being collected,_by the City on a uniform basis from all owners, users, and petitioners of property within the City. The City shall not increase the amount of any fee orIutility fees, application fees, or user fees during the Term of this Agreement unless-," ,such increases are (i) made generally applicable to all owners and users of property, mithin the City and (ii) reasonably related to increased costs incurred by the City in providing the services for which such fee is assessed. ARTICLE IV PAYMENT OF DEVELOPER COSTS 4.1 City's Obligation to Pay Developer. The City agrees to pay Developer for the verified Project costs in the amounts and from the sources as set forth on Exhibits B and C, attached hereto and by this reference incorporated herein, as may be adjusted pursuant to this Article W. Subject to the terms of the Bond Ordinances and this Agreement, the City agrees to issue the SSA Bonds and Business District Sales Tax Bonds (Project I) and to pay the Developer net proceeds in an amount equal to Dollars ($ ) for verified Project costs as provided in Article V of this Agreement. 7 S:\Client Data\Harlem Irving Development\06009\Documents\06-10-11 Development Agreement Project I v6.doc October 11,2006 4.2 Reimbursements Limited to Project Costs; Developer's Right to Substitute. Nothing in this Agreement shall obligate the City to issue Bonds to pay Developer for any Project cost that does not qualify for payment under the SSA Law or the Business District Act, as the case may be. The Developer shall, at the City's request, provide itemized construction loan draws, invoices, or receipts or, in the case of the acquisition of land, evidence that the Developer has acquired fee title to such land and evidence of the total acquisition price of such land, reasonably requested by the City to confirm that any such cost is so incurred and does so qualify. Each such request shall be in the form of a Certificate of Project Costs and accompanied by a certification by the Developer that such cost is eligible for payment or reimbursement under the applicable law. The parties agree that each of the categories of costs set forth in Exhibits B and C shall constitute Project costs which are eligible for payment or reimbursement in accordance with the applicable law and this,Agreement. The Developer shall not be limited to the total amount.of payment wr reimbursement shown for each such category on Exhibit B or Exhibit C, but shall be entitled to payment or reimbursement for Project costs from any of the categories set forth therein, without regard to the maximum amounts shown for each category, up to the maximum aggregate amount established in Section 4.1 of this Agreement. If the City engineer determines that any cost identified as a Project cost is not a reimbursable cost under the applicable law, the City shall so notify the Developer in writing within thirty (30) days as provided in Section 5.6 of this Agreement, identifying the ineligible cost and the basis for determining the cost to be ineligible, whereupon the Developer shall have the right to contest such determination and/or identify and substitute other Project costs with a supplemental application for payment. ARTICLE V SPECIAL SERVICE AREA BONDS/BUSINESS DISTRICT SALES TAX BONDS ,. (PROJECT I) 5.1 Bond Ordinances: Pledged Taxes. The City has adopted the Bond Ordinances for the SSA Bonds and the Business District Sales Tax Bonds (Project I), subject to the provisions of Section 5.3, and has provided for the designation of a Trustee. The SSA Bonds shall be secured by a pledge of the SSA Tax and the Business District Sales Tax Bonds"'(Project I) shall be secured by a pledge of the Business District Sales Tax Revenues,The Bond Ordinances provide for the segregation and deposit of the Pledged Revenue. 5.2 Application of Revenues. 5.2.1 Business District Sales Tax Bonds (Project I). The Business District Sales Tax' Revenues shall first be applied to the retirement of the Business District Sales Tax Bonds (Project I) and then, to extent there are any excess Business District Sales Tax Revenues, to the abatement of the SSA Tax, and finally, to the Developer to reimburse the Developer for any SSA Tax paid by the Developer or any other Project costs approved by the City, all in accordance with the Bond Ordinances. 5.2.2 SSA Bonds. To the extent that there are insufficient excess Business District Sales Tax Bond Revenues to abate the SSA Tax, the SSA Tax shall be 8 S:\Client Data\Harlem Irving Development\06009\Documents\06-30-11 Development Agreement Project I v6.doc October 11, 2006 used to pay debt service on the SSA Bonds in accordance with the Bond Ordinances. 5.3 Issuance of Bonds. The City agrees to issue the Bonds pursuant to the respective Act or Law in an amount to be determined by the Underwriter based on the amount of SSA Tax and Business District Sales Tax Revenue projected to be deposited in the various funds and accounts as provided for in the Bond Ordinances; provided, however, in no event shall the aggregate Net Proceeds of the Bonds initially deposited in the Project fund created under the Bond Ordinances equal an amount less than Dollars ($ >). In addition to the Net Proceeds of $ for Project costs,,the amount of the Bonds shall be sufficient to pay for the cost of issuing the Bonds, ;including by way of illustration and not limitation, all necessary capitalized interest;issuance costs, legal fees and consultant's fees approved by the City, and reserve fun&as provided in the Bond Ordinances. The Bonds shall not be general obligations of the'City and shall be secured solely by the SSA Tax and the Business District Sales Tax Revenue, as the case may be. Neither this Agreement nor the Bonds shall constitute a full faith and credit obligation of the City. 5.4 Conditions of Issuance. The City's obligation to issue the Bonds described in Section 5.3 is expressly contingent on a bond opinion from Foley & Lardner LLP opining that the Bonds are being issued in accordance with the SSA Law or the Business District Act as applicable, and that the interest'thereon is exempt from federal taxation. 5.5 City's Bond Expenses. The administration of the Bonds has resulted and will result in expenses for the City. Any Trustee's fees or legal fees for a legal opinion to be relied on by the bond holders, due and owing as of the Closing Date, shall be paid from Bond proceeds. 5.6 Disbur ements to Developer. Except as otherwise provided herein, the City shall, within" 3 ) days after acceptance by the City of each Certificate of Project Costs, submit the Certificate to'-,,the Trustee for the Bonds with instructions to reimburse the Developer, or tbf party designated by the Developer, for such construction advances ixi, he amount set forth therein (a "Construction Paytment'j. Each Certificate of Projec;Costs shall indicate if the request is payable from the SSA Bond proceecls.or the Business District Sales Tax Bond proceeds. The City shall accept or reject each Certificate" of Project Costs submitted by Developer within thirty (30) days after submission by the Developer. Such acceptance or rejection by the City of each Certificate skull be in writing, and in the case of a rejection, shall specifically state the reasons"for such rejection. If the City rejects any Certificate of Project Costs submitted by Developer, Developer shall have the right to identify and substitute eligible Project costs. If the City fails to accept or reject the Certificate of Project Costs within thirty (30) days after submission by Developer, the resulting Construction Payment(s) shall be deemed to have been accepted by the City on the thirty-first (31st) day after submission of the Certificate of Project Costs by the Developer. Construction Payments shall be issued no more than once every month until all such Construction Payments as are required by this Agreement have been paid. 9 S:\Client Data\Harlem Irving Development\06009\Documents\06-10-11 Development Agreement Project I v6.doc October 11,2006 5.7 Maturity of Bonds. The final maturity of the Bonds shall not exceed the maximum term permissible under the respective Law or Act. The Bonds shall bear interest at such rates, shall be subject to redemption and shall have such terms as the City shall determine in its sole discretion. 5.8 Cooperation in the Issuance of Bonds. The Developer covenants to cooperate and take all reasonable actions necessary to assist the City and Bond Counsel, the Underwriter and the City's financial advisor in the preparation of offering statements, private placement memorandum or other disclosure documents and all other documents necessary to market and sell the Bonds. " 5.9 No Other Bonds or Uses of Special Service Area Revenues and Business District Sales Tax Revenues. So long as there is any ,debtedness owing from the City to the Developer hereunder, the City shall not,issu&Aany other indebtedness or obligations secured by the Pledged Revenues other than the Bonds, and the City shall not use or apply any Pledged Revenues to pay any costs other than the Bonds and the costs incurred in the administration of the Bonds, as contemplated by this Agreement. Following the payment in full of any indebtedness to the Developer, the City may utilize any excess Pledged Revenues that are not needed to pay the Bonds or other outstanding obligations for any authorized purpose under applicable law. 5.10 Rescission of Business District Sales Tax. Upon the earlier to occur of (i) the satisfaction in full of the Business District Sales Tax Bonds (Project I), and (ii) the expiration of the maximum permissible term of such Bonds, (a) the Business District Sales Tax levied within the Business District shall be rescinded. ARTICLE VI COLLECTION AND USE OF REVENUES 6.1 Creation of Fund. The City agrees to cause its Director of Finance or other financial officer to maintain the funds required by the Bond Ordinances including such fur�f-Scounts or sub accounts as are required therein, by this Agreement or as the I,1&ctor of Finance of the City may deem appropriate in connection with the adlnlpi ation of the fund pursuant to this Agreement. Subject to the requirements of the Ac V. e City will promptly upon receipt thereof deposit all Business District Sales Taxes a�.SSA Taxes in the fund or in such other accounts as required under the Bond Orditias ces. 6.2 Cooperation in Determining Revenues. The City and the Developer agree to cooperate and take all reasonable actions necessary to cause the Pledged Revenues to be paid into the funds and accounts as provided in the Bond Ordinance, including the City's enforcement and collection of all such payments through all reasonable and ordinary legal means of enforcement. 6.3 Reporting of Sales. To further assist the City in calculating the Business District Sales Tax Revenues, the Developer (or its successor(s) in interest as owner or owner(s) of the Property shall, during the Term of this Agreement, use all reasonable efforts to cause businesses operating on the Property, to properly collect and report any Business District Sales Tax Revenue. The Developer shall satisfy this requirement by making a good faith effort to cause the fee title holder of the Property to include the 10 S:\ClientData\Harlern Irving Development\06009\Documents\06-10-11 Development Agreement Project I v6.doc October 11,2006 obligation to execute a power of attorney authorization to release sales tax information to the City in the form of Exhibit G within any deed conveying a portion of the Property or into any lease entered into with any tenant. Except as provided in this Article, the Developer shall have no obligation to enforce or collect the payment of Business District Sales Tax Revenue by any"retailer or servicemen." 6.4 Confidential Information. The City acknowledges and agrees that information to be provided by the owners and lessees hereunder is proprietary and valuable information and that any disclosure or unauthorized use thereof will cause irreparable harm to the owners and lessees, and to the extent permitted by state or federal law including but not limited to Section 7(1)(g) of the Illinois Freedom of Information Act, the City agrees to hold in confidence all sales figures and other information provided by the State of Illinois, or any owner or lessee of a portion of the Property, or obtained from any such owner's or lessee's records in connection with this Agreement, and in connection therewith, the City shall not copy any such information except as necessary for dissemination to the City's agents or employees as permitted hereinafter. The City shall be permitted to disclose such information; (i) to its agents or employees who are reasonably deemed by the City to have a'need to know such information for purposes of this Agreement; provided, that such agents and employees shall hold in confidence such information to the extent required of the City hereunder or (ii) to the extent required by order of court or by state or federal law. The confidentiality requirements of this Agreement shall q,:survive any expiration, termination or cancellation of this Agreement and shall cantinue to bind the City, its successors, assigns and legal representatives for a period of five- (5) years from the termination, expiration or cancellation of this Agreement. The City shall promptly notify Developer and any affected owner or lessee as to a Freedom of Information Act request and the commencement of any legal action in regard thereto such that Developer and/or any such owner or lessee shall have a meaningful;opportunity to object to the release of any such confidential information and to take such action as such owner or lessee deems necessary in order r to protect against the release of such confidential information. 6.5 Obligation to Report Pledged Revenues. Any purchaser or transferee of the Property, and any lessee or other user of the Property, shall use all reasonable efforts to timely furnish to the City such documentation as is required by Section 6.3 hereof. So long as any Bond is outstanding, such obligation shall be a covenant running with the land and'shall be enforceable as if such purchaser, transferee, lessee or other user of such real property were originally a party to and bound by this Agreement. ARTICLE VII ti- GENERAL PROVISIONS 7.1 Successors and Assigns. 7.1.1 Binding Affect. This Agreement shall be binding on and shall inure to the benefit of the parties named herein and their respective heirs, administrators, executors, personal representatives, successors and assigns. 7.1.2 Assignment or Sale. All or any part of the Property or any interest therein may be sold, transferred, encumbered, leased, or otherwise disposed of 11 S:\Client Data\Harlem Irving Development\06009\Documents\06-10-11 Development Agreement Project I v6.doc October 11,2006 at any time, and the rights of the Developer named herein or any successors in interest under this Agreement or any part hereof may be assigned at any time before, during or after redevelopment of the contemplated Project, whereupon the party disposing of its interest in the Property or assigning its interest under this Agreement shall be thereafter released from further obligation under this Agreement (although any such Property so disposed of or to which such interest pertains shall remain subject to the terms and conditions of this Agreement), provided that until substantial completion of the contemplated Project, the rights, duties and obligations of the Developer under this-;Agreement shall not be assigned in whole or in part without the prior written approval of the City, which approval shall not be unreasonably withheld, conditioned or delayed upon a reasonable demonstration by the Developer of the proposed transferee's or assignee's experience and financial capability to undeilce and complete such portions of the Project and perform the Developer's obligations under this Agreement, all in accordance with this Agreement.' Notwithstanding anything herein to the contrary, the City hereby approves,, and no prior consent shall be required in connection with: (a) the right of the Developer to encumber or collaterally assign its interest in the Property or any portion thereof to secure loans, advances or extensions of credit to finance or from time to time refinance all or any part of the Project costs, or the right of the holder of any such encumbrance or transferee of any such collateral assignment (or trustee or agent on its behalf) to transfer such interest by foreclosure or transfer in lieu of foreclosure under such encumbrance''or collateral assignment; or (b) the right of Developer to assign the Developer's rights, ,duties and obligations under this Agreement to any party,related to the Developer by one of the relationships described in Section 267(b),of the United States Internal Revenue Code of 1986, as amended; provided that in each such event (i) the Developer named herein (Cannonball LLC) shall remain liable hereunder for the substantial completion of the contemplated Project and shall be released from such liability hereunder only upon substantial completion of the contemplated Project and (ii) the Developer provides to the City thirty (30) days' advance written notice of the proposed assignment or transfer. 7.1.3 Assignment or Sale to Exempt Organization. Prior to any sale, transfer or other disposition of the Property or any interest therein to an organization exempt from payment of ad valorem property taxes, such organization shall be required to agree not to apply for an exemption from paymexit.-pof such property taxes for a period ending on the earlier of the date that all S Bends are paid in full or twenty-three (23) years from the date that the SSA Bfl Ordinance was adopted by the City. 7.2 Remedies. Except as otherwise provided in this Agreement and subject to the Developer's and the City s respective rights of termination, in the event of any default in or breach of any term or conditions of this Agreement by either party, or any successor, the defaulting or breaching party (or successor) shall, upon written notice from the other party specifying such default or breach, proceed immediately to cure or remedy such default or breach, and shall, in any event, within thirty (30) days after receipt of notice, commence to cure or remedy such default or breach. In the event that the defaulting or breaching party (or successor) diligently and in good faith commences to cure or remedy such default or breach but is unable to cure or remedy 12 S:\Client Data\Harlem Irving Development\06009\Documents\06-10-11 Development Agreement Project I v6.doc October 11, 2006 such default or breach within thirty (30) days after receipt of notice, the defaulting or breaching party (or successor) shall, prior to the end of such thirty (30) days, provide notice to the other party that it has in good faith commenced to cure or remedy such default or breach, whereupon the defaulting or breaching party (or successor) shall have an additional ninety (90) days to cure or remedy such default or breach. In case such cure or remedy is not taken or not diligently pursued, or the default or breach shall not be cured or remedied prior to the end of the additional ninety (90) day period, the remedy to the aggrieved party shall be as set forth below: (i) If the Developer is in breach of this Agreement, the , sole and exclusive remedy, at law or in equity, shall be to suspend payments to the Developer under this Agreement until the Developer has cured or substantially cured such breach, at which time payments to the Developer under this Agreement shall resume. (ii) If the City is in breach of this Agreement, the Developer may pursue any and all legal and equitable remedies available to it as a result of such breach, including without limitation termination of this Agreement or proceedings to compel specific performance. 7.3 Force Majeure. Neither the City nor the Developer nor any successor in interest shall be considered in breach or default of their respective obligations under this Agreement, and times for performance of obligations hereunder shall be extended in the event of any delay caused by force-'majeure, including without limitation, damage or destruction by fire or casualty; strike; lockout; civil disorder; war; restrictive government regulations; lack of issuance of any permits and/or legal authorization by the governmental entity necessary for the Developer to proceed with construction of the work or any portion thereof;°delay in commencement or completion of any and all work to be performed by others that affects Developer's ability to commence or complete the Project; shortage or delay in shipment of material or fuel; acts of God, unusually adverse weather or wet soil conditions; or other like causes beyond the liartaes'` reasonable control, including without limitation any litigation, court order or judgment resulting i'from any litigation affecting the validity of the Redevelopment Plan, the:contemplated Redevelopment Project or the TIF Bonds, this Agreement, or eminent domain`actions; provided that such event of force majeure shall not l?e deemed to exist as to any matter initiated or sustained by either party to this Agreement in bad faith, and further provided that the party claiming the benefits of this Section, 7.3 notifies the other in writing within thirty (30) days of the commencement of,such claimed event of force majeure. 7.4 Notices. :thy notice, demand or other communication required by this Agreement to be given by either party hereto to the other shall be in writing and shall be sufficiently given or delivered if (i) dispatched by certified United States first class mail, postage prepaid, (ii) sent by a nationally recognized overnight courier, or (iii) delivered personally: (i) In the case of the Developer, to: Cannonball LLC c/o The Harlem Irving Companies, Inc. 13 S:\Client Data\Harlem Irving Development\06009\Documents\06-10-11 Development Agreement Project I v6.doc October 11,2006 Attn: Managing Director of Real Estate 4104 North Harlem Avenue Norridge, IL 60706 With a copy to: Cannonball LLC c/o The Harlem Irving Companies, Inc. Attn: General Counsel 4104 North Harlem Avenue Norridge, IL 60706 # With a copy to: Polsky 8s Associates, Ltd °-; 205 N. Michigan Avenue 41st Floor Chicago, IL 60601 (ii) In the case of the City, to- United City of Yorkville, Illinois Office of the Mayor 800 Game Farm Road Yorkville, Illinois 60560 And United City of Yorkville, Illinois_ Office of the Treasurer 800 Game Farm Road Yorkville, Illinois 60560 With a copy to: Foley& Lardner LLP Attn: Christopher N. Knight 321 N. Clark Street Suite 2800 yg. Chicago, Illinois 60610 or to such other addressjes) with respect to either party as that party may, from time to time, designate in writing and forward to the other as provided in this paragraph. 7.5 Insurance,.Damage or Destruction of Project. The Developer shall provide and maintain, or cause to be provided and maintained, at the Developer's own expense, during the Term of the Agreement (or as otherwise specified below), the insurance coverages and requirements specified below, insuring all operations related to the Agreement. (a) Throughout the Term of the Agreement (i) Commercial General Liability Insurance (Primary and Umbrella) 14 S:\Client Data\Harlem Irving Development\06009\Documents\06-10-11 Development Agreement Project I v6.doc October 11, 2006 Commercial General Liability Insurance or equivalent with limits of not less than $1,000,000 per occurrence for bodily injury, personal injury, and property damage liability. Coverages shall include the following: All premises and operations, products/completed operations, independent contractors, separation of insureds, defense, and contractual liability (with no limitation endorsement). The City is to be named as an additional insured on a primary, non-contributory basis for any liability arising directly or indirectly from the work. ` (b) Construction (i) Commercial General Liability Insurance (Prima y-and Umbrella) Commercial General Liability Insurance or equlva ent with limits of not less than $2,000,000"per occurrence for bodily injury, personal injury, and property damage liability. Coverages shall include the following: All premises and operations, products/completed operations (for a minimum of two (2) years following project completion), explosion, collapse, underground, independent contractors, separation of insureds, defense, and contractual liability (with no limitation endorsement). The City is to be named as an additional insured on a primary, non- contributory basis for any liability- arising directly or indirectly from the work. (ii) Builders Risk insurance When the Developer or its contractor undertakes any construction, including improvements, betterments, and/or repairs, the Developer shall provide, or cause to be provided All Risk Builders Risk Insurance at replacement cost for materials, supplies, equipment, machinery and fixtures that are or will be part of the permanent facility. Coverages shall include but are not limited to the following: collapse, boiler and machinery if applicable. The City shall be named as an additional insured and p. loss payee. (c) Post-Construction- (i) °°" Post-construction, throughout the Term of the Agreement, All Risk Property Insurance, including improvements and betterments in the amount of full replacement value of the Property. Coverage extensions shall include business interruption/loss of rents, flood and boiler and machinery, if applicable. The City is to be named an additional insured on a primary, non-contributory basis. (d) Other Requirements 15 S:\Client Data\Harlem Irving Development\06009\Documents\06-10-11 Development Agreement Project I v6.doc October 11,2006 The Developer will furnish the City original Certificates of Insurance evidencing the required coverage to be in force on the date of this Agreement, and Renewal Certificates of Insurance, or such similar evidence, if the coverages have an expiration or renewal date occurring during the Term of this Agreement. The receipt of any certificate does not constitute agreement by the City that the insurance requirements in the Agreement have been fully met or that the insurance policies indicated on the certificate are in compliance with all Agreement requirements. The insurance shall provide for 60 days prior written notice to be given to the City in the event coverage is substantially changed, canceled, or non-renewed. Any and all deductibles or self insured retentions on referenced insurance coverages shall be borne by the Developer. The Developer shall require the general contractor, and all subcontractors to provide the insurance required herein. 7.6 Inspection. The City may conduct such periodic inspections of the construction of the Project as may be generally provided in the building code of the City. The Developer shall not unreasonably deny the City and its officers, employees, agents and independent contractors the right to inspect, upon request, all architectural, engineering, demolition, construction and `'other contracts and documents pertaining to the construction of the Project as the City determines is reasonable and necessary to verify the Developer's compliance with the terms of this Agreement. 7.7 Choice of Law. This Agreement shall be deemed to have been fully executed, made by the parties in,_and governed by the laws of the State of Illinois without regard to its conflicts of laws provisions for all purposes and intents. 7.8 Entire Agreement; Amendment. The parties agree that this Agreement constitutes `tie entire agreement between the parties and that no other agreements or represe ",Cons other than those contained in this Agreement have been made by the P arties This Agreement.shall be amended only in writing and effective when signed by fine'authorized agents of the parties. 7.9 Counterparts. This Agreement is executed in multiple counterparts, each of which shall constitute one and the same instrument. 7.10 Severability. In the event any term or provision of this Agreement is held to be unenforceable by°a court of competent jurisdiction, the remainder shall continue in full force and effect, to the extent the remainder can be given effect without the invalid provision. 7.11 Representatives Not Personally Liable. No elected or appointed official, agent, employee or representative of the City shall be personally liable to the Developer in the event of any default or breach by any party under this Agreement, or for any amount which may become due to any party or on any obligations under the terms of this Agreement. This provision shall not apply to the opinion to be given by the City Attorney. 16 S:\Client Data\Harlem Irving Development\06009\Documents\06-10-11 Development Agreement Project I v6.doc October 11,2006 7.12 Indemnification. The indemnifications and covenants contained in this Section shall survive termination or expiration of this Agreement. 7.12.1 Invalidity. Except for the opinion of the City Attorney as provided for in Section 7.14 of this Agreement, the City and its governing body members, officers, agents, employees and independent contractors shall not be liable to the Developer for damages or otherwise in the event that all or any part of the SSA Law or the Business District Act, or any ordinance adopted in connection with either the Law or the Act, this Agreement or the Business District Plan, is declared invalid or unconstitutional in whole or in part,by the final (as to which all rights of appeal have expired or have been exhaustedf judgment of any court of competent jurisdiction, and by reason thereotz�qither`the City is prevented from performing any of the covenants and agreements herein or the Developer is prevented from enjoying the rights and privileges hereof. 7.12.2 Damage or Injury. The ,City and its governing body members, officers, agents, employees and independent contractors shall not be liable for any damage or injury to the persons or property;of the Developer or its officers, agents, employees, independent contractors or any other persons who may be about the Property or the Project except for matters arising out of the gross negligence or willful misconduct of the City and its governing body members, officers, agents, attorneys, employees and independent contractors. I 7.12.3 Personal Liability. All covenants, stipulations, promises, agreements and obligations of the City contained herein shall be deemed to be the covenants, stipulations promises, agreements and obligations of the City and not of any of its governing body members, officers, agents, employees or independent contractors in their individual capacities. 7.13 Survival-,- Notwithstanding the expiration or termination or breach of this Agreement byw!&&ier party, the agreements contained in Section 5.10, Section 6.6, Sections'-7.7, 7.8; 7.9, 7.10, 7.13, and 7.16 and Article VIII of this Agreement shall, except as otherwise expressly set forth herein, survive such expiration or early termination of this Agreement by either party. 7.14 Legal,.Opinion. As of the effective date of the City's ordinance authorizing the execution of t1ns,Agreement, the City Attorney shall provide the Developer, Developer's Counsel and th ,�.City's Bond Counsel with an opinion in a form mutually agreeable to each of them. If t Special Service Area or the Business District have not been formed as of the date of the City Attorney's opinion, then the City Attorney shall also issue one or more subsequent opinions, in a form acceptable to Developer's Counsel and the City's Bond Counsel regarding the Special Service Area and the Business District. 7.15 Term, The term of this Agreement shall commence on the Closing Date and shall terminate upon the retirement of the Bonds, unless earlier terminated pursuant to the provisions of this Agreement. 7.16 Conflict. In the event of any inconsistency or conflict between the terms of this Agreement and the Bond Ordinances, the terms of the Bond Ordinances shall control. 17 S:\Client Data\Harlem Irving Development\06009\Documents\06-10-11 Development Agreement Project 1 v6.doc October 11,2006 ARTICLE VIII REPRESENTATIONS OF THE PARTIES S.1 Representations of the City. The City hereby represents and warrants that it has full constitutional and lawful right, power and authority, under current applicable law, to execute and deliver and perform the terms and obligations of this Agreement, including without limitation the right, power and authority to issue and sell the Bonds, and all of the foregoing have been or will be, upon adoption of the ordinances authorizing the issuance of the Bonds, duly and validly authorized and approved by all necessary City proceedings, findings and actions. Accordingly, this Agreement constitutes the legal, valid and binding obligation of the City, enforceable in accordance with its terms. S.2 Representations of the Developer. The Developer hereb ',,epresents and warrants it has full power to execute and deliver and perform the erms and obligations of this Agreement and all of the foregoing has been duly and validly authorized by all necessary proceedings. This Agreement constitutes the legal, valid and binding obligation of the Developer, enforceable in accordance with its terms. (The remainder of this page intention -left blank.) a�_0 K a: �4 . �4 18 S:\Client Data\Harlem Irving Development\06009\Documents\06-10-11 Development Agreement Project I v6.doc October 11,2006 IN WITNESS WHEREOF, the City and the Developer have caused this Agreement to be executed in their respective names and the City has caused its seal to be affixed thereto, and attested as to the date first above written. "CITY" UNITED CITY OF YORKVILLE, ILLINOIS By: <, Mayor (SEAL) Attest: City Clerk "DEVELOPER" CANNONBALL LLC, an Illinois limited liability company By: The Harlem Irving Companies, Inc. By: Title: [SIGNATURE PAGE TO DEVELOPMENT AGREEMENT] STATE OF ILLINOIS ► )SS COUNTY OF KENDALL ► On this_ day of 2006, before me appeared , to me personally known, who, being by me duly sworn, did say that he is the Mayor of the UNITED CITY OF YORKVILLE, ILLINOIS, a political subdivision of the State of Illinois, and that the seal affixed to the foregoing instrument is the seal of said City, and said instrument was signed and sealed in behalf of said City by authority of its City Council, and said acknowledged said instrument to be the free act and deed of said City. IN TESTIMONY WHEREOF, I have hereunto set mg hand and,;affixed my official seal in the County and State aforesaid, the day and yeah first above Witten. tul �.`�==,msµ.• 11A _ --``Notary Publicm� X ' (SEAL) g„AV g: a, My Commission Expires: R fr. 0`�" i z rm STATE OF ) )SS COUNTY OF ) On this _ day of 2006, before me appeared , to me personally known, who, being by me duly sworn, did say that he is the of THE HARLEM IRVING COMPANIES, an Illinois corporation, and a of CANNONBALL LLC, an Illinois limited liability company and that he is authorized to sign the instrument on behalf of said company, and acknowledged to me that he executed the within instrument as said company's free act and deed. IN TESTIMONY WHEREOF, I have hereunto set my hand and affixed my official seal in the County and State aforesaid, the day and year fiist above written. Notary Public (SEAL) My Commission Expires: 1-Y Y "' r <a ,x> §3 cam°_., 4-t`. MEN EXHIBIT A LEGAL DESCRIPTION OF THE PROPERTY THAT PART OF THE SOUTHEAST QUARTER OF SECTION 19,PART OF THE SOUTH HALF OF SECTION 20 AND PART OF THE NORTHWEST QUARTER OF SECTION 29,TOWNSHIP 37 NORTH,RANGE 7 EAST OF THE THIRD PRINCIPAL MERIDIAN DESCRIBED AS FOLLOWS: BEGINNING AT THE SOUTHEAST CORNER OF THE SOUTHEAST QUARTER OF SAID SECTION 19;THENCE NORTH 01 DEGREES 13 MINUTES 53 SECONDS WEST,ALONG THE EAST LINE OF SAID SOUTHEAST QUARTER 310.20 FEET;THENCE WESTERLY PERPENDICULAR TO SAID EAST LINE 198.00 FEET; THENCE NORTH 16 DEGREES 23 MINUTES 58 SECONDS WEST,862.81 FEET; THENCE NORTH 46 DEGREES 51 MINUTES 14 SECONDS EAST, 126.15 FEET; THENCE WESTERLY ALONG A NONTANGENNTIAL CURVE TO THE RIGHT WITH A RADIUS OF 25.00 FEET AND A CHORD BEARING OF N©RTH 86 DEGREES 29 MINUTES 53 SECONDS WEST,AN ARC LENGTH OF 40.71 FEET; THENCE NORTHWESTERLY ALONG A CURVE TO THE RIGHT WITH A RADIUS OF 950.00 FEET AND A CHORD BEARING OF NORTH 30 DEGREES 00 MINUTES 26 SECONDS WEST,AN ARC LENGTH OF 326.41 FEET; THENCE NORTH 67 DEGREES 35 MINUTES 57 SECONDS EAST, 243.73 FEET; THENCE SOUTHEASTERLY ALONG A NONTANGENTIAL CURVE TO THE LEFT WITH A RADIUS OF 500.00 FEET AND A-CHORD BEARING OF SOUTH 31 DEGREES 07 MINUTES 50 SECONDS EAST,AN ARC LENGTH OF 209.70 FEET; ,THENCE SOUTH 43 DEGREES 08 MINUTES 45 SECONDS EAST, 52 80"FEET; THENCENORTH 46 DEGREES 51 MINUTES 15 SECONDS EAST,287.40 FEET, THENCE SOUTH 43 DEGREES 08 MINUTES 45 SECONDS EAST,80.00 FEET; THENCE NORTH 4 bEGREE,i f MINUTES 15 SECONDS EAST, - 162.29 FEET; THENCE NORTH 43 DEGREES 08 MINUTES 15 SECONDS WEST, 7.00 FEET; THENCE NORTH 46 DEGREES 51 MINUTES 15 SECONDS EAST,60.76 FEET; THENCE NORTHEASTERLY ALONG A CURVE TO THE RIGHT WITH A RADIUS OF 367.00 FEET AND A CHORD BEARING OF NORTH 58 DEGREES 18 MINUTES 15 SECONDS EAST,AN ARC LENGTH OF 146.68 FEET; THENCE NORTH 69 DEGREES 45 MINUTES 15 SECONDS EAST, 121.97 FEET; THENCE NORTHEASTERLY ALONG A CURVE TO THE LEFT WITH A RADIUS OF 433.00 FEES k,CHORD BEARING OF NORTH 37 DEGREES 51 MINUTES 31 SECONDS EAST,ANC LENGTH OF 482.09 FEET; THENCE NORTHEASTERLY ALONG A CURVE TO THE RIGHT WITH A RADIUS OF 25.00 FEET AND A CHORD BEARING OF NORTH 51 DEGItIS 23 MINUTES 20 SECONDS EAST,AN ARC LENGTH OF 39.64 FEET; THENCE SOIYTH 8 .pEGREES 11 MINUTES 08 SECONDS EAST,763.20 FEET; THENCE SOUTHEASTERLY ALONG A.CURVE TO THE RIGHT WITH A RADIUS OF 367.00 FEET AND A CHORD BEAR ,G OF SOUTH 57 DEGREES 07 MINUTES 07 SECONDS EAST,AN ARC LENGTH OF 33194 FEET THENCE SOUTH 31 DEGREES 03 MINUTES 05 SECONDS EAST, 123.11 FEET; THENCv- OUTH 58 DEGREES 56 MINUTES 55 SECONDS WEST,7.00 FEET; THENCE SOUTHETERLY ALONG A NONTANGENTIAL CURVE TO THE LEFT WITH A RADIUS OF 440.00 FEET AND A CHORD BEARING OF SOUTH 42 DEGREES 20 MINUTES 40 SECONDS EAST,AN ARC LENGTH OF 173.45 FEET; THENCE NORTH 32 DEGREES 01 MINUTES 21 SECONDS EAST, 80.28 FEET; THENCE SOUTHEASTERLY ALONG A NONTANGENTIAL CURVE TO THE LEFT WITH A RADIUS OF 360.00 FEET AND A CHORD BEARING OF SOUTH 60 DEGREES 42 MINUTES 59 SECONDS EAST,AN ARC LENGTH OF 101.11 FEET; THENCE SOUTH 68 DEGREES 45 MINUTES 32 SECONDS EAST,784.84 FEET TO THE CENTER LINE OF CANNONBALL TRAIL; THENCE SOUTH 21 DEGREES 40 MINUTES 31 SECONDS WEST,ALONG SAID CENTER LINE, 331.43 FEET; THENCE SOUTH 21 DEGREES 14 MINUTES 17 SECONDS WEST,ALONG SAID CENTER LINE, 1261.58 FEET; THENCE NORTH 68 DEGREES 45 MINUTES 43 SECONDS WEST,48.00 FEET; THENCE SOUTH 21 DEGREES 14 MINUTES 17 WEST, 470.00 FEET; THENCE SOUTH 57 DEGREES 14 MINUTES 17 SECONDS WEST, 74.81 FEET TO THE NORTH LINE OF U.S.ROUTE 34; THENCE NORTH 85 DEGREES 32 MINUTES 10 SECONDS WEST ALONG SAID NORTH LINE, 1983.32 FEET TO THE WEST LINE OF THE NORTHWEST QUARTER OF SAID SECTION 29; THENCE NORTH 01 DEGREES 14 MINUTES 12 SECONDS WEST ALONG SAID WEST LINE,378.99 FEET TO THE POINT OF BEGINNING,IN THE UNITED CITY OF YORKVILLE,KENDALL COUNTY, ILLINOIS,AND CONTAINING 143.40 ACRES . t ' INO 2 S:\Client Data\Harlem Irving Development\06009\Documents\06-10-11 Development Agreement Project I v6.doc October 11, 2006 EXHIBIT A-1 LEGAL DESCRIPTION OF THE SPECIAL SERVICE AREA THAT PART OF THE SOUTHEAST QUARTER OF SECTION 19,PART OF THE SOUTH HALF OF SECTION 20 AND PART OF THE NORTHWEST QUARTER OF SECTION 29,TOWNSHIP 37 NORTH,RANGE 7 EAST OF THE THIRD PRINCIPAL MERIDIAN DESCRIBED AS FOLLOWS: BEGINNING AT THE SOUTHEAST CORNER OF THE SOUTHEAST QUARTER OF SAID SECTION 19;THENCE NORTH 01 DEGREES 13 MINUTES 53 SECONDS WEST,ALONG THE EAST LINE OF SAID SOUTHEAST QUARTER 310.20 FEET; THENCE WESTERLY PERPENDICULAR TO SAID EAST LINE 198.00 FEET; THENCE NORTH'16bEGREES 23 MINUTES 58 SECONDS WEST, 862.81 FEET; THENCE NORTH 46 DEGREES 51 MINUTES 14 SECONDS EAST, 126.15 FEET; THENCE WESTERLY ALONG A NONT�wGENTIA ,CURVE TO THE RIGHT WITH A RADIUS OF 25.00 FEET AND A CHORD BEARINdt-O NORTH 86 DEGREES 29 MINUTES 53 SECONDS WEST,AN ARC LENGTH OF 40.71 iT; THENCE NORTHWESTERLY ALONG A CURVE TO THE RIGHT WITH A RADIUS OF 950:00 FEET AND A CHORD BEARING OF NORTH 30 DEGREES 00 MINUTES 26 SECONDS WEST,AN ARC LENGTH OF 326.41 FEET; THENCE NORTH 67 DEGREES 35 MINUTES 57 SECONDS EAST, 243.73 FEET; THENCE SOUTHEASTERLY ALONG"A NONTANGENTIAL CURVE TO THE LEFT WITH A RADIUS OF 500.00 FEET AND A CHORD BEARING OF SOUTH 31 DEGREES 07 MINUTES 50 SECONDS EAST,AN ARC LENGTH OF 209.79 FEET; THENCE SOUTH 43 DEGREES 08 MINUTES 45 SECONDS EAST, 52.80 FEET; THENCE NORTH 46 DEGREES 51 MINUTES 15 SECONDS EAST,287.40 FEET; THENCE SOUTH 43 DEGREES 08 MINUTES 45 SECONDS EAST, 80.00 FEET, THENCE NORTH 46 DEGREES 51 , TES 15 SECONDS EAST, 162.29 FEET; THENCE NORTH 43 DEGREES 08 MINUTES_45 SECONDS WEST, 7.00 FEET; THENCE NORTH 46 DEGREES 51 MINUTES 15 SECONDS EAST, 60.76 FEET; THENCE NORTHEASTERLY ALONG A CURVE TO THE RIGHT WITH A RADIUS OF 367.00 FEET AND A CHORD BEARING OF NORTH 58 DEGREES 18 MINUTES 15 SECONDS EAST,AN ARC LENGTH OF 146.68 FEET,'THENCE NORTH 69 DEGREES 45 MINUTES 15 SECONDS EAST, 121.97 FEET; THEN(;M ORTHEASTERLY ALONG A CURVE TO THE LEFT WITH A RADIUS OF 433.00 FEET AND A CHORD BEARING,OF NORTH 37 DEGREES 51 MINUTES 31 SECONDS EAST,AN ARC LENGTH OF 482.09 FEETTH�TCE NORTHEASTERLY ALONG A CURVE TO THE RIGHT WIT +-RADIUS OF 25.00 FEET AND A CHORD BEARING OF NORTH 51 DEGREES�23 cfINUI S 20 SECONDS EAST,AN ARC LENGTH OF 39.64 FEET; THENCE SOUTH83'DEGREES 11 MINUTES 0l4tCONDS EAST, 763.20 FEET; THENCE SOUTHEASTERLY ALONG A CURVE TO THE RIGHT WITH A RADIUS OF 367.00 FEET AND A CHORD BEARING OF SOUTH 57 DEGREES 07 MINUTES 07 SECONDS EAST,AN ARC LENGTH'OF 333.94 FEET; THENCE SOUTH 31 DEGREES 03 MINUTES 05 SECONDS EAST, 123.11 FEET;'4-HENCE SOUTH 58 DEGREES 56 MINUTES 55 SECONDS WEST,7.00 FEET; THENCE SOUTHEASTER ALONG A NONTANGENTIAL CURVE TO THE LEFT WITH A RADIUS OF 440.00 FFFf" ND A CHORD BEARING OF SOUTH 42 DEGREES 20 MINUTES 40 SECONDS EAST,AN ARC LENGTH OF 173.45 FEET; THENCE NORTH 32 DEGREES 01 MINUTES 21 SECONDS EAST, 80.28 FEET; THENCE SOUTHEASTERLY ALONG A NONTANGENTIAL CURVE TO THE LEFT WITH A RADIUS OF 360.00 FEET AND A CHORD BEARING OF SOUTH 60 DEGREES 42 MINUTES 59 SECONDS EAST,AN ARC LENGTH OF 101.11 FEET; THENCE SOUTH 68 DEGREES 45 MINUTES 32 SECONDS EAST,784.84 FEET TO THE CENTER LINE OF CANNONBALL TRAIL; THENCE SOUTH 21 DEGREES 40 MINUTES 31 SECONDS WEST,ALONG SAID CENTER LINE,331.43 FEET; THENCE SOUTH 21 DEGREES 14 MINUTES 17 SECONDS WEST,ALONG SAID CENTER LINE, 1261.58 FEET; THENCE NORTH 68 DEGREES 45 MINUTES 43 SECONDS WEST,48.00 FEET; THENCE SOUTH 21 DEGREES 14 MINUTES 17 WEST,470.00 FEET; THENCE SOUTH 57 DEGREES 14 MINUTES 17 SECONDS WEST, 74.81 FEET TO THE NORTH LINE OF U.S.ROUTE 34; THENCE NORTH 85 DEGREES 32 MINUTES 10 SECONDS WEST ALONG SAID NORTH LINE, 1983.32 FEET TO THE WEST LINE OF THE NORTHWEST QUARTER OF SAID SECTION 29; THENCE NORTH 01 DEGREES 14 MINUTES 12 SECONDS WEST ALONG SAID WEST LINE, 378.99 FEET TO THE POINT OF BEGINNING,IN THE UNITED CITY OF YORKVILLE,KENDALL COUNTY, ILLINOIS,AND CONTAINING 143.40 ACRES A�x� 'G �t � Y , v # �u u =fir r At 2 S:\Client Data\Harlem Irving Development\06009\Documents\06-10-11 Development Agreement Project I v6.doc October 11, 2006 EXHIBIT A-2 LEGAL DESCRIPTION OF THE BUSINESS DISTRICT THAT PART OF THE SOUTHEAST QUARTER OF SECTION 19,PART OF THE SOUTH HALF OF SECTION 20 AND PART OF THE NORTHWEST QUARTER OF SECTION 29,TOWNSHIP 37 NORTH,RANGE 7 EAST OF THE THIRD PRINCIPAL MERIDIAN DESCRIBED AS FOLLOWS: BEGINNING AT THE SOUTHEAST CORNER OF THE SOUTHEAST QUARTER OF SAID SECTION 19;THENCE NORTH 01 DEGREES 13 MINUTES 53 SECONDS WEST,ALONG THE EAST LINE OF SAID SOUTHEAST QUARTER 310.20 FEET;THENCE WESTERLY PERPENDICULAR TO SAID EAST LINE 198.00 FEET; THENCE NORTH 16 DEGREES 23 MINUTES 58 SECONDS WEST, 862.81 FEET; THENCE NORTH 46 DEGREES 51 MINUTES 14 SECONDS EAST, 126.15 FEET; THENCE WESTERLY ALONG A NONTANGENTIAL CURVE TO m.,_k THE RIGHT WITH A RADIUS OF 25.00 FEET AND A CHORD BEARING OF NORTH 86 DEGREES 29 MINUTES 53 SECONDS WEST,AN ARC LENGTH OF 40.71 FEE'I`4THENCE NORTHWESTERLY ALONG A CURVE TO THE RIGHT WITH A RADIUS OF 950:00 FEET AND A CHORD BEARING OF NORTH 30 DEGREES 00 MINUTES 26.SECONDS WEST,AN ARC LENGTH OF 326.41 FEET; THENCE NORTH 67 DEGREES 35 MINUTES 57 SECONDS EAST, 243.73 FEET; THENCE SOUTHEASTERLY ALONG A NONTANGENTIAL CURVE TO THE LEFT WITH A RADIUS OF 500.00 FEET AND A CHORD BEAKRdbF SOUTH 31 DEGREES 07 MINUTES 50 SECONDS EAST,AN ARC LENGTH OF 209.70 FEET; THENCE SOUTH 43 DEGREES 08 MINUTES 45 SECONDS EAST,52.80 FEET; THENCE NORTH 46 DEGREES 51 MINUTES 15 SECONDS EAST,287.40 FEET; THENCE SOUTH 43 DEGREES 08 MINUTES 45 SECONDS EAST, 80.00 FEET; THENCE NORTH 46 DEGREES 51 MINUTES 15 SECONDS EAST, 162.29 FEET; THENCE NORTH 43 DEGREES 08 MINUTES 45 SECONDS WEST, 7.00 FEET; THENCE NORTH 46 DEGREES 51 MINUTES 15 SECONDS EAST,60.76 FEET; THENCE NORTHEASTERLY ALONG A CURVE TO THE RIGHT WITH A RADIUS OF 367.00 FEET AND A CHORD BEARING OF NORTH 58 DECREES 18 MINUTES 15 SECONDS EAST,AN ARC LENGTH OF 146.68 FEET;f THENCE NORTH 69 DEGREES 45 MINUTES 15 SECONDS EAST, 121.97 FEET; THENCE NORTHEASTERLY ALONG A CURVE TO THE LEFT WITH A RADIUS OF 433.00 FEET AND A CHORD BEARING OF NORTH 37 DEGREES 51 MINUTES 31 SECONDS EAST,AN ARC LENGTH OF 482.09 FEET; THENCE NORTHEASTERLY ALONG A CURVE TO THE RIG... -IV TH A RADIUS OF 25.00 FEET AND A CHORD BEARING OF NORTH 51 DEG REEIa 23 MINUTES 20 SECONDS EAST,AN ARC LENGTH OF 39.64 FEET; THENCE S DEGREES 11 MINUTES 08 SECONDS EAST,763.20 FEET; THENCE SO TERLY ALON"CURVE TO THE RIGHT WITH A RADIUS OF 367.00 FEET AND A w. CHORD BEAMING OF SOUTH 57 DEGREES 07 MINUTES 07 SECONDS EAST,AN ARC LENGTH OF T314 FEET tNCE SOUTH 31 DEGREES 03 MINUTES 05 SECONDS EAST, 123.11 FEET; THENCE SOUTH 58 DEGREES 56 MINUTES 55 SECONDS WEST,7.00 FEET; THENCE SOUTHEASTERLY ALONG A NONTANGENTIAL CURVE TO THE LEFT WITH A RADIUS OF 440.00 FEET AND A CHORD BEARING OF SOUTH 42 DEGREES 20 MINUTES 40 SECONDS EAST,AN ARC LENGTH OF 173.45 FEET; THENCE NORTH 32 DEGREES 01 MINUTES 21 SECONDS EAST, 80.28 FEET; THENCE SOUTHEASTERLY ALONG A NONTANGENTIAL CURVE TO THE LEFT WITH A RADIUS OF 360.00 FEET AND A CHORD BEARING OF SOUTH 60 DEGREES 42 MINUTES 59 SECONDS EAST,AN ARC LENGTH OF 101.11 FEET; THENCE SOUTH 68 DEGREES 45 MINUTES 32 SECONDS EAST,784.84 FEET TO THE CENTER LINE OF CANNONBALL TRAIL; THENCE SOUTH 21 DEGREES 40 MINUTES 31 SECONDS WEST,ALONG SAID CENTER LINE,331.43 FEET; THENCE SOUTH 21 DEGREES 14 MINUTES 17 SECONDS WEST,ALONG SAID CENTER LINE, 1261.58 FEET; THENCE NORTH 68 DEGREES 45 MINUTES 43 SECONDS WEST,48.00 FEET; THENCE SOUTH 21 DEGREES 14 MINUTES 17 WEST,470.00 FEET; THENCE SOUTH 57 DEGREES 14 MINUTES 17 SECONDS WEST, 74.81 FEET TO THE NORTH LINE OF U.S.ROUTE 34; THENCE NORTH 85 DEGREES 32 MINUTES 10 SECONDS WEST ALONG SAID NORTH LINE, 1983.32 FEET TO THE WEST LINE OF THE NORTHWEST QUARTER OF SAID SECTION 29; THENCE NORTH 01 DEGREES 14 MINUTES 12 SECONDS WEST ALONG SAID WEST LINE, 378.99 FEET TO THE POINT OF BEGINNING,IN THE UNITED CITY OF YORKVILLE,KENDALL COUNTY, ILLINOIS,AND CONTAINING 143.40 ACRES P?. C�3. S 4 � a ry 1 m E S tl a 5 mss'• a,j` 2 fi "3 s., ,..,. 'k 7F',.. n e 4p- 2 S:\Client Data\Harlem Irving Development\06009\Documents\06-10-11 Development Agreement Project I v6.doc October 11,2006 EXHIBIT B PROJECT COSTS TO BE PAID WITH SSA BOND PROCEEDS Eligible Project Costs CATEGORY ESTIMATED?," COSTS a. Public improvements $ b. Environmental remediation, removal of obsolete utilities. $ c. Professional Fees related to public improvements Includes architecture, engineering, surveying, legal;, $ planning consulting. Total Eligible Project Costs EXHIBIT C LAND COSTS TO BE PAID FROM BUSINESS DISTRICT BOND PROCEEDS CATEGORY > ESTIMATED COSTS " Project Costs $ Total Eligible Project Costs EXHIBIT D CERTIFICATE OF SUBSTANTIAL COMPLETION The undersigned, CANNONBALL, LLC, an Illinois limited liability company (the "Developer"), pursuant to that certain Development Agreement dated as of , 2006, between the UNITED CITY OF YORKVILLE, Illinois (the "City') and the Developer (the "Agreement'), hereby certifies to the City as follows: 1. That as of the construction of the Project(as that term is defined in the Agreement) has been substantially completed in accordance with the Agreement. 2. The work has been performed in accordance with the Construction Plans (as those terms are defined in the Agreement). 3. The Developer is issuing this Certificate of Substantial Completion to the City in accordance with the Agreement to evidence the.Developer's"satisfaction of all material obligations and covenants with respect to the Project. 4. The acceptance or the failure of the City toobject in writing to this Certificate within thirty (30) days of the date of delivery of this Certificate to the City (which written objection, if any, must be delivered to the Developer prior to the end of such thirty (30) days) shall evidence the satisfaction of the Developer's agreements and covenants to perform the work and complete the Project. Upon such acceptance by the City, the Developer may record this Certificate in the office of the Kendall County Recorder of Deeds. This Certificate is given without prejudice to any rights against third parties which exist as of the date hereof or which may subsequently come into being. Terms not otherwise defined herein shall have the meaning ascribed to such terms in the Agreement. IN WITNESS WHEREOF, the undersigned has hereunto set his/her hand this day of CANNONBALL LLC, an Illinois limited liability company By: THE HARLEM IRVING COMPANIES BY: Title: ACCEPTED: UNITED CITY OF YORKVILLE, ILLINOIS By: Name: Title: (Insert Notary Form(s) and Legal Description) EXHIBIT E CERTIFICATE OF PROJECT COSTS TO: United City of Yorkville, Illinois Office of Treasurer Yorkville, Illinois Attention: Re: Terms not otherwise defined herein shall have the meaning ascribed to such terms in the Development Agreement dated as of 2006 (they-Agreementll between the City and CANNONBALL LLC, an Illinois limited liability company (the Developed. In connection with said Agreement, the undersigned hereby:states and certifies that: 1. Each item listed on Schedule 1 hereto is a reimbursable Project cost and was incurred in connection with the construction of fine Project. 2. These Project costs have been paid by the Developer and are reimbursable under the Bond Ordinances and the Agreement. 3. Each item listed on Schedule 1 has not previously been paid or reimbursed from money derived from the Project Fund or any money derived from any project fund established pursuant to the Bond Ordinances, and no part thereof has been included in any other certificate previously filed with the City. yY 4. . There has not been filed with or served upon the Developer any notice of any lien, right lien or attachment upon or claim affecting the right of any ='person, firm or corporation to receive payment of the amounts stated in this request, except to tie extent any such lien is being contested in good faith. fix• � 5 work fo 1W ich payment or reimbursement is requested has been perfon ac4 dance with the Concept Site Plan and the Agreement. 6. If anost item to be reimbursed under this Certificate is deemed not to constitute reimbursable project cost within the meaning of the Special Service Area Tax Law or the Business District Development Act as applicable or the Agreement, the Developer shall have the right to substitute other eligible Project costs for payment hereunder as are eligible under the application statutory authority. 7. The Developer is not in default or breach of any material term or condition of the Agreement beyond the applicable cure period, if any. Dated this day of By: CANNONBALL LLC, an Illinois limited liability company By: THE HARLEM IRVING COMPANIES Name: Title: Approved for Payment this day of UNITED CITY OF YORKVILLE, ILLINOIS By: Name: Title: J 5 #,. a ;- 2 S:\Client Data\Harlem Irving Development\06009\Documents\06-10-11 Development Agreement Project I v6.doc October 11,2006 SCHEDULEI PROJECT COSTS EXHIBIT F CONCEPT SITE PLAN EXHIBIT G AUTHORIZATION TO RELEASE SALES TAX INFORMATION The undersigned Taxpayer hereby authorizes the Illinois Department of Revenue ("IDOR") to disclose to the designated village, city, town or county the amount of the local government's share of sales tax received on behalf of the taxpayer. Reporting for a period beginning with tax collected by the department during (beginning month/ year) and ending with tax collected by the department in (ending month/ year) Provided, however, that only taxes for the store identified b�jow niay be disclosed and not receipts from the Taxpayer's other locations, if any. " This information is to be released to the village, city, town or county of Yorkville, attn: Clerk, Treasurer, Finance Officer, Comptroller,etc. BUSINESS INFORMATION: (Illinois Business Tax Number) (Taxpayer/Business Name) (Address) (City, Town, Village or County) TAXPAYER: The undersigned is an owner/authorized officer of this business. By: (Signature) (Print Name) (Title) (Telephone Number) Note: All requests must have a beginning and ending date. Incomplete requests will be returned to the local government. DEVELOPMENT AGREEMENT PROJECT II Between the UNITED CITY OF YORKVILLE, ILLINOIS And CANNONBALL LLC Dated as of 2006- TABLE OF CONTENTS ARTICLE I - DEFINITIONS ............................................................................ 2 ARTICLE II - DESIGNATION OF DEVELOPER .............................................. 5 ARTICLE III - CONSTRUCTION OF DEVELOPMENT PROJECT.................... 5 3.1 Construction Schedule..................................................................... 5 3.2 Developer to Construct the Project................................................... 5 3.3 Construction Contracts; Insurance .......... ...................... 5 3.4 Governmental Approvals.......................... .....`.. ....................... 6 3.5 Concept Site Plan .................................... ..:... r ........................ 6 3.6 Construction Plans................................... ........................ 6 3.7 Certificate of Substantial Completion......, ..................... 6 3.8 Fees..................................................._......... ................. ._............... 6 ARTICLE IV - PAYMENT OF DEVELOPER COSTS._........... ......... . .......... 7 4.1 City's Obligation to Pay Developer.-M .......` -,......... ............ 7 4.2 Reimbursements Limited to Project Costs; Developer's Right to Substitute ................................................._............................................ 7 ARTICLE V -BUSINESS DISTRICT SALES TAX BONDS (PROJECT II).......... 7 5.1 Bond Ordinance: Pledged Taxes .. ......... ................................... 7 5.2 Application of Revenues.: ...................... .................................... 7 5.3 Issuance of Bonds........... ......... ........................................... 8 5.4 Conditions of Issuance.... ...:. :.-_ ` ..................................... 8 5.5 City's Bond Expenses...... .. ..... .... .......................................... 8 5.6 Disbursements to Developer ............................................................ 8 5.7 Maturity of Bonds .::...... .... I` ................................................. 9 5.8 Cooperation in the Issuance of Bonds .............................................. 9 5.9 No Other Boiids or Uses of Special Service Area Revenues and Business District Sales Tax Revenues.................................................... 9 ARTICLE VI = COLLECTION AND USE OF REVENUES.................................. 9 6,1 Creation of 1 und. .................................................................... 9 6.2 Cooperation in Determining Revenues.............................................. 9 6:3 Reporting of Sales............................................................................ 9 6.4 Confidential Information................................................................ 10 6.5 Obligation to Report Pledged Revenues .......................................... 10 ARTICLE VII GENERAL PROVISIONS....................................................... 10 7.1 Successors and Assigns................................................................. 10 7.1 1 Binding Affect.................................................................... 10 7.1.2 Assignment or Sale............................................................ 10 7.1.3 Assignment or Sale to Exempt Organization....................... 11 7.2 Remedies....................................................................................... 11 7.3 Force Majeure................................................................................ 12 7.4 Notices .......................................................................................... 12 7.5 Insurance; Damage or Destruction of Project ................................. 13 7.6 Inspection...................................................................................... 15 7.7 Choice of Law ................................................................................ 15 7.8 Entire Agreement; Amendment ...................................................... 15 7.9 Counterparts................................................................................. 15 7.10 Severability.................................................................................. 15 7.11 Representatives Not Personally Liable .......................................... 15 7.12 Indemnification............................................................................ 15 7.12.1 Invalidity......................................................................... 15 7.12.2 Damage or Injury............................................................. 16 7.12.3 Personal Liability............................................................. 16 7.13 Survival..................................................................... ................. 16 7.14 Legal Opinion ................................................... .:1........................ 16 7.15 Term..................................................... ....... .. .................... 16 7.16 Conflict.......................................................... ........... ................. 16 ARTICLE VIII - REPRESENTATIONS OF THE PARTIES'... ........ ........... 16 8.1 Representations of the City......... ........f ........... 16 8.2 Representations of the Developer................................................... 17 r x s a a 2 S:\Client Data\Harlem Irving Development\06018\Documents\06-09-14 Development Agreement Project II vl.doc October 11, 2006 EXHIBITS EXHIBIT A Legal Description of the Property EXHIBIT A-1 Legal Description of the Special Service Area EXHIBIT A-2 Legal Description of the Business District EXHIBIT B Project Costs to be paid with Business District Bond Proceeds EXHIBIT C Form of Certificate of Substantial Completion EXHIBIT D Form of Certificate of Project Costs €Y EXHIBIT E Concept Site Plan EXHIBIT F Form of Power of Attorney y f 1, MIR Y " k .ern ad 3t� a DEVELOPMENT AGREEMENT THIS DEVELOPMENT AGREEMENT is made and entered into as of this day of , 2006, by and between the UNITED CITY OF YORKVILLE, Kendall County, Illinois, an Illinois Municipal Corporation duly organized and existing as a non-home rule unit of government under Section 7, Article VII of the 1970 Constitution of the State of Illinois, and CANNONBALL LLC, an Illinois limited liability company. Capitalized terms used but not otherwise defined herein shall have the meanings ascribed to them in Article I of this Agreement. ; RECITALS A. As a non-home rule unit of government duly organized under Section 7, Article VII of the 1970 Constitution of the State of Illinois, the City has the power to regulate for the protection of the public health, safety, morals and welfare of its inhabitants, and pursuant thereto, has the power to encourage private development in order to enhance the local tax base, create employment opportunities and to enter into contractual agreements with private parties in order to achieve these goals. B. As a non-home rule unit of government under the Constitution of the State of Illinois, and under the provisions of the Business District Development and Redevelopment Act, 65 ILCS 5/11-74:3 et'se ., the City has the authority to cause the creation of a business district, to borrow funds,issue bonds and pledge a portion of its other revenues to facilitate the financing of a business district project, all in accordance with the district,plan. C. The Developer proposes to construct an approximately 800,000 square foot mix of retail stores, restaurants and office space at the intersection of Illinois Route 34 and Cannonball Trail in the City as described on the Concept Site Plan. D. In order to induce the Developer to undertake the Project, the City has caused the=ereaon of a' business district pursuant to the Business District Development and Redevelopment Act and, pursuant thereto, desires to issue the Business District Sales Tax Bonds (Project II), to pledge the Pledged Local Sales Tax Revenue, to the retirement of the Business District Sales Tax Bonds (Project II), and to expend `t proceeds from the sale of such Bonds to facilitate the financing of the Project. AP ,fie E. On 2006, the Corporate Authorities adopted Ordinance No. "An Qnance of the United City of Yorkville creating Yorkville Business District No. (2006)" making all of the findings required under the Business District Act to cause the creation of the Business District and approving the District Plan. On 2006, the Corporate Authorities adopted Ordinance No. _ pledging a portion of the City's share of the retailers' occupation tax and service occupation tax collected within such business district to the retirement of obligations issued in connection with the Business District, and on , 2006 in furtherance of the District Plan "An Ordinance of the United City of Yorkville Authorizing the Issuance of $ Business District Number Sales Tax Bonds of the United City of Yorkville, Illinois (Series 2006 - ) (collectively the `Business District Ordinances'l. Now, therefore, in consideration of the premises and promises contained herein and other good and valuable consideration, the adequacy and sufficiency of which are hereby acknowledged, the parties hereto agree as follows: ARTICLE I DEFINITIONS As used in this Agreement, including the Recitals hereto which,' by this reference are incorporated herein, the following words and terms shall have the following meanings: "Agreement" means this Development Agreement, as the same may be from time to time modified, amended or supplemented in writing by thel arties hereto. "Bond COunser means Foley & Lardner LLP, or an attorney ate aw or a firm of attorneys acceptable to the City of nationally recognized standln 'i& matters pertaining to the tax-exempt nature of interest on obligations issued bye states and their political subdivisions duly admitted to the practice of law before the highest court of any state of the United State of America or the District of Columbia. "Bonds"means the Business District Sales Tax Bonds (Project II). "Bond Ordinances"means the Business District Ordinances. "Bond Proceeds" means-the gross cash proceeds from the sale of the Business District Sales Tax Bonds (Project 11) before payment of Issuance Costs, together with any interest earned thereon. k.a fn "Business District" means the district within the City created pursuant to the Business District Act and legally described on Exhibit A-2 attached hereto and incorporated by reference herein whose boundaries are coterminous with the Property. Al . "Business Disfrict Act' means the Business District Development and Redevelopment Act, 65-ID-CS 5/11-74.3 et seq. "Business Distric ' Sales Tax Bonds (Project r4" means any obligations secured by the Business District Sales Tax Revenues and authorized and issued by the City to fund all or a`portion of the Project costs in accordance with the Business District Act and this Agreement. "Business District Sales Tax Revenues" means the Pledged Local Sales Tax Revenues. "Certificate of Project Costs" means a document substantially in the form of Exhibit D, attached hereto and incorporated herein by reference, provided by the Developer to the City in accordance with this Agreement and evidencing Project Costs incurred or to be incurred by the Developer and eligible for payment under the terms of this Agreement. 2 S:\Client Data\Harlem Irving Development\06015\Documents\06-09-14 Development Agreement Project 11 vl.doc October 11,2006 "Certificate of Substantial Completion" means a document substantially in the form of Exhibit C, attached hereto and incorporated herein by reference, issued by the Developer to the City in accordance with this Agreement and evidencing the Developer's substantial satisfaction of all material obligations and covenants to construct the Project as set forth in the Concept Site Plan. "City' means the United City of Yorkville, Kendall County, Illinois, an Illinois Municipal Corporation and a non-home rule unit of government duly organized and existing under the 1970 Constitution of the State of Illinois. "City Attorney" means John Wyeth, or an attorney at law or a firm of attorneys acceptable to the City of recognized standing in matters of municipal law duly admitted to the practice of law before the highest court of the State of Illinois. "Closing Date," means 2006 or such earlier date as the City, the Developer and the Underwriter of the Bonds shall mutually agree upon and refers to the transaction at which the Bonds are delivered by the City to the Underwriter, the proceeds are available to be paid to the Developer, and this Agreement is fully executed. "Concept Site Plan° means, collectively, those documents set forth in Exhibit E, attached hereto and incorporated herein by reference, depicting the conceptual program for construction of the Project, as modified by the Developer from time to time. "Construction Plans" means plans, drawings, specifications and related documents, and construction schedules for the construction of the Project, together with all supplements, amendments or corrections, submitted by the Developer and approved by the City in"accordance with and as required by this Agreement. "Corporate Authorities"means the Aldermen and the Mayor of the City. ,-, "Developer" means CANNONBALL LLC, an Illinois limited liability company, or its permitted successors or assigns in interest. "("ouernmentaI Approvals" means all plat approvals, re-zoning or other zoning changes, tFit P Ordinance, site plan approvals, conditional use permits, variances, building pew or other subdivision, zoning, or similar approvals required for the implementation` . -contemplated Project and consistent with the Concept Site Plan and this Agreeme ' "Issuance Costs" means all costs reasonably incurred by the City in furtherance of the issuance of the Bonds, including without limitation the fees and expenses of financial advisors and consultants, the City's attorneys (including issuer's counsel and Bond Counsel), the City's administrative fees and expenses (including fees and costs of planning consultants), underwriters'discounts and fees, the costs of printing any Bonds and any official statements relating thereto, the costs of credit enhancement, if any, capitalized interest, debt service reserves and the fees of any rating agency rating any Bonds. 3 S:\Client Data\Harlem Irving Development\06018\Documents\06-09-14 Development Agreement Project II vl.doc October 11, 2006 "Net Proceeds" means the proceeds derived from the issuance of the Bonds, net of any Issuance Costs. "Pledged Local Sales Tax Revenue" means fifty percent (50%) of the total revenue from taxes which are paid to the City from the Local Government Tax Fund, as created by an Act of the Illinois General Assembly, 35 ILCS 120/3, as amended, on sales by retailers and servicemen operating within the Business District, and all revenues from any taxes which are paid to the City from the LocaYGovernment Tax Fund on sales by retailers and servicemen operating within:the Business District, which are intended to replace the current payments to the City from the Local Government Tax Fund, as enacted by law or ordinance of the City and of any governmental authority during the Term of this Agreement. "Pledged Revenue"means the Business District Sales Tax Revenues "Project" means the construction of approximately 822,000 square feet of retail space, restaurants, and office space, including the Project improvements and all work necessary to prepare the Property for the contemplated Project as described in this Agreement as approved or amended by the Concept Site Plan, and all other work reasonably necessary to effectuate the intent of this Agreement:` "Project Costs" mean the sum total of all reasonable or necessary costs actually incurred in constructing the Project and any such costs'incidental thereto. a "Property" means approximately One Hundred Forty (140) acres of real property (including without limitation all opxi®-fts held by third parties, fee interests, leasehold interests, tenant-in-common interests and such other like or similar interests) and existing improvements `necessary for the implementation of the contemplated Project as legally described on Exhibit A hereto by this reference incorporated-Herein. "PUD Ordinance" means Ordinance No. passed by the Corporate Authorities of the City granting''a special use for planned unit development for the Property and related matters. "Sales Tax Acts" means the Illinois Retailers' Occupation Tax Act, 35 ILCS 120/1 et seq. and the Illinois Service Occupation Tax Act, 35 ILCS 115/1 et sea. "Special Service Area" means the area within the City created pursuant to the SSA Law containing the commercial portion of the Project and legally described in Exhibit A-1, attached hereto and incorporated herein by this reference whose boundaries are coterminous with the Property. "Special Service Area Revenues"means the SSA Tax. "SSA Bonds" means those obligations secured by the Special Service Area Revenues and authorized and issued by the City pursuant to Ordinances No. _ and No. adopted by the City on 2006. 4 S:\Client Data\Harlem Irving Development\06018\Documents\06-09-14 Development Agreement Project II vl.doc October 11,2006 "SSA Tax" means an ad valorem tax levied by the City in the Special Service Area in an amount sufficient to pay principal of and debt service on the SSA Bonds in accordance with the SSA Ordinances. "Trustee" means the trustee or fiscal agent for any issue of Bonds. "Underwriter" means William Blair 8a Company or any firm of nationally recognized underwriters chosen by the City. ARTICLE II DESIGNATION OF DEVELOPER The City hereby selects the Developer to construct or,_cause the construction of the Project in accordance with the Concept Site -P2Hi" this Agreement and all Governmental Approvals. Provided that the Bonds have first been issued and sold, the Developer hereby accepts such designation and agrees to cause the completion of the Project in accordance with the terms and conditions hereof. - ARTICLE III CONSTRUCTION OF DEVELOPMENT PROJECT 3.1 Construction Schedule. The Developer,shall commence construction of the Project within One Hundred Twenty (120) days of the later to occur of (a) Developer_ obtaining all necessary permits. and Governmental Approvals; or (b) six (6) months . after execution of this Agreement;,and shall substantially complete construction of the following approximate square of retail, restaurant and commercial space comprising the Project as follows: November, 2007 188,550 square feet of anchor space; March, 2008 444,690 square feet (including approximately 185,000 square feet of anchor space); October,,-008 35,600 square feet; March 2009 140,000 square feet-, and Octo X009 18,000 square feet; all subject to force majeure as set forth in Section 7.3 below. 3.2 Developer to Construct the Project. The Developer shall commence or cause the commencement of the construction of the Project in accordance with the terms of this Agreement and""the Concept Site Plan. To the extent of any inconsistency among the foregoing, the parties agree that the Concept Site Plan shall govern so long as performance in accordance therewith does not violate Governmental Approvals. The Developer shall complete or cause the completion of the Project in accordance with the terms of and the schedule set forth in Section 3.1 of this Agreement. 3.3 Construction Contracts; Insurance. The Developer may enter into or cause to be entered into one or more construction contracts to complete the Project. Prior to the commencement of construction of any portion of the Project, the Developer shall obtain or shall require that any of its contractors obtains workers' compensation, 5 S:\Client Data\Harlem Irving Development\06018\Documents\06-09-14 Development Agreement Project II vl.doc October 11, 2006 comprehensive public liability and builder's risk insurance coverage in commercially reasonable amounts and shall deliver evidence of such insurance to the City. 3.4 Governmental Approvals. The City agrees to employ reasonable and good faith efforts to cooperate with the Developer and to process and timely consider and respond to all applications for the Governmental Approvals as received, all in accordance with the applicable City ordinances and laws of the State of Illinois. 3.5 Concept Site Plan. The Concept Site Plan is hereby approved in accordance with applicable City ordinances and codes. 3.6 Construction Plans. The Construction Plans for ^fe�r4ject shall be prepared by a professional engineer or architect licensed to practi tice in the State of Illinois and the Construction Plans and all construction practices and,procedufes.with respect to the Project shall be in substantial conformity with all applicable sta-ee�and local laws, ordinances and regulations. In conjunction with obtaining a bulldiffin mit for the commencement of construction of the Project, the Developer shall submit Construction Plans for approval by the City in sufficient completeness and detail to show that construction will be in conformance witll:tl3e Concept Site Plan and this Agreement. 3.7 Certificate of Substantial Completion. Promptly after substantial completion of the Project, the Developer shall furnish to the City aiCertificate of Substantial Completion. The City shall, within thirty (30) days following delivery of the Certificate of Substantial Completion, carry out such inspections as it deems necessary to verify to its reasonable satisfaction the accuracy of the certifications contained in the Certificate of Substantial Completion. The Certificate of Substantial Completion shall - be deemed accepted by the City unless, within thirty (30) days following delivery of the Certificate of Substantial Completion, the City furnishes the Developer with specific written objections to the status oftthe#`Project, describing such objections and the measures requud to correct',such objections in reasonable detail. Upon acceptance of the Certificate#©�'Slibstantials Completion by the City or upon the lapse of thirty (30) days after delivery""thereof to the `City without any written objections thereto, the Developer may record the Certificate of Substantial Completion with the Kendall County Recorder of Deeds and the same shall constitute evidence of the satisfaction of the Developer's agreements and covenants to construct the Project. The Certificate of Substaritalr Completion` shall be in substantially the form attached as Exhibit C, attached here 'and incorporated by reference herein. 3.8 Fees. Other„than customary tap fees, no fee or charge of any description including, without limitation, building permits, plan review, inspection fees, or other regulatory fees or charges, shall be imposed on Developer or on the development and use of the Property unless, as of the date of this Agreement, such fee or charge is an existence and being collected by the City on a uniform basis from all owners, users, and petitioners of property within the City. The City shall not increase the amount of any fee or utility fees, application fees, or user fees during the Term of this Agreement unless such increases are (i) made generally applicable to all owners and users of property within the City and (ii) reasonably related to increased costs incurred by the City in providing the services for which such fee is assessed. 6 S:\Client Data\Harlem Irving Development\06018\Documents\06-09-14 Development Agreement Project II vl.doc October 11,2006 ARTICLE IV PAYMENT OF DEVELOPER COSTS 4.1 City's Obligation to Pay Developer. The City agrees to pay Developer for certain verified Project costs in the amounts and from the sources as set forth on Exhibit B, attached hereto and by this reference incorporated herein, as may be adjusted pursuant to this Article IV. Subject to the terms of the Bond Ordinance and this Agreement, the City agrees to issue the Business District Sales Tax Bonds (Project II) and to pay the Developer net proceeds in any: amount equal to Dollars ($ ) for verified Project 'costs as provided in Article V of this Agreement. 4.2 Reimbursements Limited to Project Costs; Developer's Right to Substitute. Nothing in this Agreement shall obligate the City to issue Bonds to pay Developer for any Project cost that does not qualify for payment under the Business District Act. The Developer shall, at the City's request, provide itemized construction loan draws, invoices, or receipts or, in the case of the<acquisition_of land, evidence that the Developer has acquired fee title to such land and evidence of the total acquisition price of such land, reasonably requested by the City to confirm that any such cost is so incurred and does so qualify. Each such request shall be in the form of a Certificate of Project Costs and accompanied by a;certification by the Developer that such cost is eligible for payment or reimbursement under the Business District Act. The parties agree that each of the categories of costs set forth in Exhibit`B shall constitute Project costs which are eligible for payment or reimbursement in accordance with the Business District Act and this Agreement. The Developer shall not be limited to the total amount of payment or reimbursement shown for each such category on Exhibit B, but shall be entitled to payment or reimbursement for Project costs from any of the categories set forth therein, without regard to the maximum amounts shown for each category, up to the maximum aggregate amount established in Section 4.1 of this Agreement. If the City engineer determines that any cost identified as a Project cost is not a reimbursable cost under the Business District Act, the City shall so notify the Developer i writing ,within thirty (30) days as provided in Section 5.6 of this Agreement, identifying the ineligible cost and the basis for determining the cost to be ineligible, whereupon the Developer shall have the right to contest such determination and f ors ldgntify and substitute other Project costs with a supplemental application for payment. =•`_ ARTICLE V BUSINESS DISTRICT SALES TAX BONDS (PROJECT II) 5.1 Bond Ordinances: Pledged Taxes. The City has adopted the Bond Ordinances for the Business District Sales Tax Bonds (Project II), subject to the provisions of Section 5.3, and has provided for the designation of a Trustee. The Business District Sales Tax Bonds (Project II) shall be secured by a pledge of the Business District Sales Tax Revenues. The Bond Ordinances provide for the segregation and deposit of the Pledged Revenue. 5.2 Application of Revenues / Abatement of SSA Tax. On 2006, the City approved Ordinance No. creating the Special Service Area, authorizing the issuance of the SSA Bonds, and providing for the levy of the SSA Tax. The 7 S:\Client Data\Harlem Irving Development\06018\Documents\06-09-14 Development Agreement Project II vl.doc October 11,2006 Business District Sales Tax Revenues shall first be applied to the retirement of the Business District Sales Tax Bonds (Project II) and then, to extent there are any excess Business District Sales Tax Revenues, to the abatement of the SSA Tax, and finally, to the Developer to reimburse the Developer for any SSA Tax paid by the Developer or any other Project costs approved by the City, all in accordance with the Bond Ordinances. 5.3 Issuance of Bonds. The City agrees to issue the Bonds pursuant to the Business District Act in an amount to be determined by the Underwriter based on the amount of Business District Sales Tax Revenue projected to be "deposited in the various funds and accounts as provided for in the Bond Ordinances; provided, however, in no event shall the aggregate Net Proceeds of the Bonds initially deposited in the Project fund created under the Bond Ordinances equal`an amount less than Dollars ($ ).r In addition to the Net Proceeds of $ for Project costs, the amount of the Bonds shall be sufficient to pay for the cost of issuing the Bonds, including by way of illustration and not limitation, all necessary capitalized interest, issuance costs, legal fees and consultant's fees approved by the City, and reserve funds- as provided in the Bond Ordinances. The Bonds shall not be general obligations of the City and shall be secured solely by the Business District Sales Tax Revenue. Neither this Agreement nor the Bonds shall constitute a full faith and credit obligation of the City. 5.4 Conditions of Issuance. The City's obligation to issue the Bonds described in Section 5.3 is expressly contingent on a bond opinion from Foley & Lardner LLP opining that the Bonds are,being issued in accordance with the Business District Act, and that the interest thereon'is-exempt from federal taxation. 5.5 City's Bond Expenses. Tle administration of the Bonds has resulted and will result in expenses for the Cit stee',s-lees or legal fees for a legal opinion to be relied on by the bond holdeis, g as of the Closing Date, shall be paid from Bond proceeds. 5.6 Disbursementsto Developer: Except as otherwise provided herein, the City shall,t thin ten (10) days after acceptance by the City of each Certificate of Project Costsi-submit the Certificate to the Trustee for the Bonds with instructions to reimburse fine Developer; or the party designated by the Developer, for such construction=;advances in the amount set forth therein (a "Construction Payment'j. The City shall`accept or reject each Certificate of Project Costs submitted by Developer within thirty (311 days after submission by the Developer. Such acceptance or rejection by the of each Certificate shall be in writing, and in the case of a rejection, shall specifically state the reasons for such rejection. If the City rejects any Certificate of Project Costs submitted by Developer, Developer shall have the right to identify and substitute eligible Project costs. If the City fails to accept or reject the Certificate of Project Costs within thirty (30) days after submission by Developer, the resulting Construction Payment(s) shall be deemed to have been accepted by the City on the thirty-first (31st) day after submission of the Certificate of Project Costs by the Developer. Construction Payments shall be issued no more than once every month until all such Construction Payments as are required by this Agreement have been paid. 8 S:\Client Data\Harlem Irving Development\06018\Documents\06-09-14 Development Agreement Project H vl.doc October 11,2006 5.7 Maturity of Bonds. The final maturity of the Bonds shall not exceed the maximum term permissible under the Business District Act. The Bonds shall bear interest at such rates, shall be subject to redemption and shall have such terms as the City shall determine in its sole discretion. 5.8 Cooperation in the Issuance of Bonds. The Developer covenants to cooperate and take all reasonable actions necessary to assist the City and Bond Counsel, the Underwriter and the City's financial advisor in the preparation of offering statements, private placement memorandum or other disclosure documents and all other documents necessary to market and sell the Bonds. 5.9 No Other Bonds or Uses of Business District Sales Tax Revenues. So long as there is any indebtedness owing from the City to the Developer hereunder, the City shall not issue any other indebtedness or obligations secured by the ,Pledged Revenue other than the Bonds, and the City shall not use or apply any Pledged Revenue to pay any costs other than the Bonds and the costs incurred in the administration of the Bonds, as contemplated by this Agreement. Following,,the payment ii `full of any indebtedness to the Developer, the City may utilize any excess Pledged Revenue that are not needed to pay the Bonds or other outstanding obligations for any authorized purpose under applicable law. ARTICLE VI COLLECTION AND USE OF REVENUES 6.1 Creation of Fund. The City agrees to cause its Director-of Finance or other financial officer to maintain the-funds required by the Bond Ordinances including such further accounts or sub accounts as are required therein, by this Agreement or as the Director of Finance of the City may deem appropriate in connection with the administration of the fund pursuant to this Agreement. Subject to the requirements of the Act, the City will promptly upon,receipt thereof deposit all Business District Sales Taxes in the fund or in such other accounts as required under the Bond Ordinances. 6.2 Cooperation in Determining Revenues. The City and the Developer agree to cooperate and take all reasonable actions necessary to cause the Pledged Revenues to be paid into the funds and accounts as provided in the Bond Ordinance, including the City's enforcement and collection of all such payments through all reasonable and ordinary lega3,means of enforcement. 6.3 Reporting of Sales. To further assist the City in calculating the Business District Sales Tax Revenues, the Developer (or its successor(s) in interest as owner or owner(s) of the Property shall, during the Term of this Agreement, use all reasonable efforts to cause businesses operating on the Property, to properly collect and report any Business District Sales Tax Revenue. The Developer shall satisfy this requirement by making a good faith effort to cause the fee title holder of the Property to include the obligation to execute a power of attorney authorization to release sales tax information to the City in the form of Exhibit F within any deed conveying a portion of the Property or into any lease entered into with any tenant. Except as provided in this Article, the Developer shall have no obligation to enforce or collect the payment of Business District Sales Tax Revenue by any"retailer or servicemen." 9 S:\Client Data\Harlem Irving Development\06018\Documents\06-09-14 Development Agreement Project II vl.doc October 11,2006 6.4 Confidential Information. The City acknowledges and agrees that information to be provided by the owners and lessees hereunder is proprietary and valuable information and that any disclosure or unauthorized use thereof will cause irreparable harm to the owners and lessees, and to the extent permitted by state or federal law including but not limited to Section 7(1)(g) of the Illinois Freedom of Information Act, the City agrees to hold in confidence all sales figures and other information provided by the State of Illinois, or any owner or lessee of a portion of the Property, or obtained from any such owner's or lessee's records in connection with this Agreement, and in connection therewith, the City shall not copy any such information except as necessary for dissemination to the City's agents or employees as permitted hereinafter. The City shall be permitted to disclose such information (i),to';its agents or employees who are reasonably deemed by the City to have a need,t0>know such information for purposes of this Agreement; provided, that such agents and employees shall hold in confidence such information to the extent required of the City hereunder or (ii) to the extent required by order of court or by state or federal law. The?eonfidentiality requirements of this Agreement shall survive any expiration, termination or cancellation of this Agreement and shall continue to bind the City, its successors, assigns and legal representatives for a period`of five (5) years from the termination, expiration or cancellation of this Agreement. The City shall promptly notify Developer and any affected owner or lessee as to a Freedom of Information Act request and the commencement of any legal action in regard thereto such that Developer and/or any such owner or lessee shall have a meaningful opportunity to 'abject to the release of any such confidential information and to take such action'as such owner or lessee deems necessary in order to protect against the release of such confidential information. 6.5 Obligation to Report Pledged Revenues. Any purchaser or transferee of the Property, and any lessee or other user of the,Property, shall use all reasonable efforts to timely furnish to the City such documentation as is required by Section 6.3 hereof. So long as any Bond is outstanding, such obligation shall be a covenant running with the land and shall be enforceable as if such purchaser, transferee, lessee or other user of such real property were originally a party to and bound by this Agreement. ARTICLE VII GENERAL PROVISIONS 7.1 Successors and Assigns. 7.1.1 Binding Affect. This Agreement shall be binding on and shall inure to the bene$t 'of the parties named herein and their respective heirs, administrators, executors, personal representatives, successors and assigns. 7.1.2 Assignment or Sale. All or any part of the Property or any interest therein may be sold, transferred, encumbered, leased, or otherwise disposed of at any time, and the rights of the Developer named herein or any successors in interest under this Agreement or any part hereof may be assigned at any time before, during or after redevelopment of the contemplated Project, whereupon the party disposing of its interest in the Property or assigning its interest under this Agreement shall be thereafter released from further obligation under this Agreement (although any such Property so disposed of or to which such interest 10 S:\Client Data\Harlem Irving Development\06018\Documents\06-09-14 Development Agreement Project II vl.doc October 11,2006 pertains shall remain subject to the terms and conditions of this Agreement), provided that until substantial completion of the contemplated Project, the rights, duties and obligations of the Developer under this Agreement shall not be assigned in whole or in part without the prior written approval of the City, which approval shall not be unreasonably withheld, conditioned or delayed upon a reasonable demonstration by the Developer of the proposed transferee's or assignee's experience and financial capability to undertake and complete such portions of the Project and perform the Developer's obligations under this Agreement, all in accordance with this Agreement. Notwithstanding anything herein to the contrary, the City hereby approves, and no prior consent shall be required in connection with: (a) the right of the Developer to encumber or collaterally assign its interest in the Property or any portion thereof to secure loans, advances or extensions of credit to finance or from time to time refinance all or any part of the Project costs, or the right of the holder of any such encumbrance or transferee of any such collateral assignment (or trustee or agent on its behalf) to transfer such interest by foreclosure or transfer'in lieu of foreclosure under such encumbrance or collateral assignment; or (b) the right of Developer to assign the Developer's rights, duties and obligations under this Agreement to any party related to the Developer by one of the relationships described in Section 267(b) of the United States Internal Revenue Code of 1986, as amended; provided that in each such event(i) the Developer named herein (Cannonball LLC) shall remain liable hereunder for the substantial completion of the contemplated Project and shall be released from such liability hereunder only upon substantial completion of the contemplated Project and (ii) the Developer provides to the City thirty (30) days'i advance written notice of the proposed assignment or transfer. 7.1.3 Assignment or Sale to Exempt Organization. Prior to any sale, transfer or other disposition of the Property or any interest therein to an organization exempt;;from pa�hent of ad valorem property taxes, such organization shall be required to agree not to apply for an exemption from payment otr� h property taxes for a period ending on the earlier of the date that all SSA Bonds are paid in full or twenty-three (23) years from the date that the SSA Bond Ordinance was adopted by the City. 7.2 Remedies. Exceptas otherwise provided in this Agreement and subject to the Developer's and the City's respective rights of termination, in the event of any default in or breach of any term or conditions of this Agreement by either party, or any 1 1H successor, the defa,,gt ng or breaching party (or successor) shall, upon written notice from the other pa + specifying such default or breach, proceed immediately to cure or remedy such default or breach, and shall, in any event, within thirty (30) days after receipt of notice, commence to cure or remedy such default or breach. In the event that the defaulting or breaching party (or successor) diligently and in good faith commences to cure or remedy such default or breach but is unable to cure or remedy such default or breach within thirty (30) days after receipt of notice, the defaulting or breaching party (or successor) shall, prior to the end of such thirty (30) days, provide notice to the other party that it has in good faith commenced to cure or remedy such default or breach, whereupon the defaulting or breaching party (or successor) shall have an additional ninety (90) days to cure or remedy such default or breach. In case such cure or remedy is not taken or not diligently pursued, or the default or breach 11 5:\Client Data\Harlem Irving Development\06018\Documents\06-09-14 Development Agreement Project II vl.doc October 11, 2006 shall not be cured or remedied prior to the end of the additional ninety (90) day period, the remedy to the aggrieved party shall be as set forth below: (i) If the Developer is in breach of this Agreement, the City's sole and exclusive remedy, at law or in equity, shall be to suspend payments to the Developer under this Agreement until the Developer has cured or substantially cured such breach, at which time payments to the Developer under this Agreement shall resume. (ii) If the City is in breach of this Agreement, the Developoli may pursue any and all legal and equitable remedies available to it as'+a result of such breach, including without limitation termination of this Agreement or proceedings to compel specific performance. 7.3 Force Majeure. Neither the City nor the Developer nor e%successor in interest shall be considered in breach or default of their respective obligations under this Agreement, and times for performance of obligations hereunder shalf be extended in the event of any delay caused by force majeure, including without limitation, damage or destruction by fire or casualty; strike; lockout; civil disorder; war; restrictive government regulations; lack of issuance of any permits and/or legal authorization by the governmental entity necessary for the Developer to proceed with construction of the work or any portion thereof; delay in commencement or completion of any and all work to be performed by others that affects Developer's ability to commence or complete the Project; shortage or delay in shipment of material or fuel; , acts of God; unusually adverse weather or wet soil conditions; or other like causes _ beyond the parties' reasonable control, including without limitation any litigation, court order or judgment resulting from any litigation affecting the validity of the Redevelopment Plan the contemplated Redevelopment Project or the TIF Bonds, this Agreement, or eminent domain actions; pr d that such event of force majeure shall not be deemed to exist as to ter initiated or sustained by either party to this Agreement in bad faith, and further rovided that the party claiming the benefits of this Section 73 notifies i the other in writing within thirty (30) days of the commencement of such claimed event of force majeure. 7.4;:. Notices. Any notice, demand or other communication required by this Agreement to be given by either party hereto to the other shall be in writing and shall be suffrciently.,gfven or delivered if (i) dispatched by certified United States first class mail, postage}repaid,-(ii) sent by a nationally recognized overnight courier, or (iii) delivered personal- (i) In the case of the Developer, to: Cannonball LLC c/o The Harlem Irving Companies, Inc. Attn: Managing Director of Real Estate 4104 North Harlem Avenue Norridge, IL 60706 With a copy to: Cannonball LLC c/o The Harlem Irving Companies, Inc. 12 S:\Chent Data\Harlem Irving Development\06018\Documents\06-09-14 Development Agreement Project II vl.doc October 11, 2006 Attn: General Counsel 4104 North Harlem Avenue Norridge, IL 60706 With a copy to: Polsky & Associates, Ltd. 205 N. Michigan Avenue 41st Floor Chicago, IL 60601 (ii) In the case of the City, to: United City of Yorkville,,Illinois Office of the Mayor 800 Game Farm Road Yorkville, Illinois 60560 And United City of Yorkville, Illinois Office of the Treasurer 800 Game Farm Road" Yorkville, Illinois 60560 With a copy to: Foley & Lardner LLP Attn: Christopher N. Knight 321 N. Clark Street Suite 2800 Chicago, Illinois 60610 or to such other address(es)'with respect to either party as that party may, from time to time, designate in writing and forward to the other as provided in this paragraph. 4` 7.5 Insurance; Damage or Destruction of Project. The Developer shall provide and maintain, or cause to be` provided and maintained, at the Developer's own expense, during the Term of the Agreement (or as otherwise specified below), the insurance coverages and requirements specified below, insuring all operations related to the Agreement. /14 (a) Throughout the Term of the Agreement (i) Commercial General Liability Insurance (Primary and Umbrella) Commercial General Liability Insurance or equivalent with limits of not less than $1.000,000 per occurrence for bodily injury, personal injury, and property damage liability. Coverages shall include the following: All premises and operations, products/completed operations, independent contractors, separation of insureds, defense, and contractual liability (with no limitation endorsement). The City is to be named as an additional 13 S:\Client Data\Harlem Irving Development\06018\Documents\06-09-14 Development Agreement Project II v1-doc October 11,2006 insured on a primary, non-contributory basis for any liability arising directly or indirectly from the work. (b) Construction (i) Commercial General Liability Insurance (Primary and Umbrella) Commercial General Liability Insurance or equivalent with limits of not less than $2,000,000 per occurrence., for bodily injury, personal injury, and property damage liability. Coverages shall include the following: All premises and operations, products/completed operations (for a minimum of two (2) years following project completion), explosion, collpse, underground, independent contractors, separation of insureds, defense, and contractual liability (with no limitation endorse me ), The City is to be named as an additional insured on a'piimary, non- contributory basis for any liability arising directly .or indirectly from the work. (ii) Builders Risk Insurance When the Developer or its contractor undertakes any construction, including improvements, betterments, and/or repairs, the Developer shall provide; or cause to be provided All Risk Builders Risk Insurance at replacement cost for materials, supplies; equipment, machinery and fixtures that are or will be part of the permanent facility. Coverages shall include but are not limited to the following:; collapse, boiler and machinery if applicable. The City shall be named as an additional insured and loss payee. �rn (c) Post-Colstrtictlon ?„ (i) Post construction, throughout the Term of the Agreement, All Risk Property Insurance, including improvements and betterments in the amount of full replacement value of the Property. Coverage extensions shall include business interruption/loss of rents, flood and boiler and machinery, if applicable. The City is to be named an additional insured on a primary, non-contributory basis. (d) Other Requirements The Developer will furnish the City original Certificates of Insurance evidencing the required coverage to be in force on the date of this Agreement, and Renewal Certificates of Insurance, or such similar evidence, if the coverages have an expiration or renewal date occurring during the Term of this Agreement. The receipt of any certificate does not constitute agreement by the City that the insurance requirements in the Agreement have been fully met or that the insurance policies indicated on the certificate are in compliance with all Agreement requirements. 14 S:\Client Data\Harlem Irving Development\06018\Documents\06-09-14 Development Agreement Project Q vl.doc October 11,2006 The insurance shall provide for 60 days prior written notice to be given to the City in the event coverage is substantially changed, canceled, or non-renewed. Any and all deductibles or self insured retentions on referenced insurance coverages shall be borne by the Developer. The Developer shall require the general contractor, and all subcontractors to provide the insurance required herein. 7.6 Inspection. The City may conduct such periodic inspections of the construction of the Project as may be generally provided in_the building code of the City. The Developer shall not unreasonably deny the City and its officers, employees, agents and independent contractors the right to inspect, upon request, all architectural, engineering, demolition, construction and other contracts and documents pertaining to the construction of the Project' as the City;determines is reasonable and necessary to verify the Developer's compliance with the terms of this Agreement. 7.7 Choice of Law. This Agreement shall be deemed to have been fully executed, made by the parties in, and governed by the laws of the State of Illinois without regard to its conflicts of laws provisions for all purposes and intents. 7.8 Entire Agreement; Amendment. The parties agree that this Agreement constitutes the entire agreement between the parties and that no other agreements or representations other than those contained in this Agreement have been made by the parties. This Agreement shall be amended only in writing and effective when signed by the authorized agents of the parties. 7.9 Counterparts. This Agreement is executed in multiple counterparts, each of which shall constitute one and the same instrument. 7.10 Severability. In the event any term or provision of this Agreement is held to be unenforceable by a`court of competent jurisdiction, the remainder shall continue in full force and effect, to the extent the remainder can be given effect without the invalid provision. 7.11 Representatives Not Personally Liable. No elected or appointed official, agent, employee or representative of the City shall be personally liable to the Developer in the event of any, default or breach by any party under this Agreement, or for any amount which may, become due to any party or on any obligations under the terms of this Agreement. This provision shall not apply to the opinion to be given by the City Attorney. 7.12 Indemnification. The indemnifications and covenants contained in this Section shall survive termination or expiration of this Agreement. 7.12.1 Invalidity. Except for the opinion of the City Attorney as provided for in Section 7.14 of this Agreement, the City and its governing body members, officers, agents, employees and independent contractors shall not be liable to the Developer for damages or otherwise in the event that all or any part of the is S:\Client Data\Harlem Irving Development\06018\Documents\06-09-14 Development Agreement Project n vl.doc October 11, 2006 SSA Law or the Business District Act, or any ordinance adopted in connection with either the Law or the Act, this Agreement or the Business District Plan, is declared invalid or unconstitutional in whole or in part by the final (as to which all rights of appeal have expired or have been exhausted)judgment of any court of competent jurisdiction, and by reason thereof either the City is prevented from performing any of the covenants and agreements herein or the Developer is prevented from enjoying the rights and privileges hereof. 7.12.2 Damage or Injury. The City and its governing body members, officers, agents, employees and independent contractors shall not be liable for any damage or injury to the persons or property of the Developer or its officers, agents, employees, independent contractors or anybther,persons who may be about the Property or the Project except for matters arising out of the gross negligence or willful misconduct of the City and its governing body members, officers, agents, attorneys, employees and independent contractors. 7.12.3 Personal Liability. All covenants, stipulations; '{promises, agreements and obligations of the City contained herein shall be deemed to be the covenants, stipulations, promises, agreements and obligations of the City and not of any of its governing body members,.,officers, agents, employees or independent contractors in their,individual capacities. 7.13 Survival. Notwithstanding the expiration or terminnation or breach of this Agreement by either party, the agreements contained in Sections 7.7, 7.8, 7.9, 7.10, 7.13, and 7.16 and Article VIII*of this Agreement shall, except as otherwise expressly set forth herein, survive such expiration or early termination of this Agreement by either party. k` 7.14 Legal Opinion. As of the effective date of the City's ordinance authorizing the execution of this Agreement, the City Attorney shall provide the Developer, Developer's Counsel and the City's Bond Counsel with an opinion in a form mutually agreeable to each of them. 7.15 Term. The term of this Agreement shall commence on the Closing Date and shall terminate upon the retirement of the Bonds, unless earlier terminated pursuant to the provisions of this Agreement. 7.16 Conflict the event of any inconsistency or conflict between the terms of this Agreement and µ)3tnd Ordinances, the terms of the Bond Ordinances shall control. ARTICLE VIII REPRESENTATIONS OF THE PARTIES 8.1 Representations of the City. The City hereby represents and warrants that it has full constitutional and lawful right, power and authority, under current applicable law, to execute and deliver and perform the terms and obligations of this Agreement, including without limitation the right, power and authority to issue and sell the Bonds, and all of the foregoing have been or will be, upon adoption of the ordinances authorizing the issuance of the Bonds, duly and validly authorized and approved by all necessary City proceedings, findings and actions. Accordingly, this Agreement 16 S:\Client Data\Harlem Irving Development\06015\Documents\06-09-14 Development Agreement Project II vl.doc October 11,2006 constitutes the legal, valid md a; obligation « teyenforceab» 5 accordance with its terms. 8.2 Representations of the Developer. The Developer hereby rep , and warrants it has e1! power to execute and deliver and perform the terms and obligations of this Agreement and all athe foregoing has been duly and validl authorized w all necessary proceedings. This Agreement constitutes the legal, valid cd ag obligation etmvel9Renforceable Eaccordance with its terms. (The remainder £tbspage intentionally left bl yy � �> y « � . . - > 2 �C !7 sA__a\H m=as_ _ e ocu a Development Agreement Project!vl.d October mm, IN WITNESS WHE REOF, th G% cam Developer have aaa this Agreement » & executed Ewe respective name mar City has caused its sal e . be affixed thereto, and attested as to the date first a_ Written. Wiz• UNITED CITY oYO RKVILLE, EExs B! . - - Nyr V �^ ��y (SEAL) l © Attest: ^ \ a �y City Clerk ~ "DEVELOPER" CANNONBALL LLC, mIllinois limited liability company By: The Harlem Irving Companies, Inc. 9s d/ Title: � [SIGNATURE PAGE p DEVELOPMENT AGREEMENT] STATE OF ILLINOIS ) )SS COUNTY OF KENDALL ) On this_ day of 2006, before me appeared , to me personally known, who, being by me duly sworn, did say that he is the Mayor of the UNITED CITY OF YORKVILLE, ILLINOIS, a political subdivision of the State of Illinois, and that the seal affixed to the foregoing instrument is the seal of said City, and said instrument was signed and sealed in behalf of said City by authority of its City Council, and said acknowledged said instrument to be the free act and deed of said City. IN TESTIMONY WHEREOF, I have hereunto set myhandah affixed my official seal in the County and State aforesaid, the day and year first above written. Notary pubffb �.y4=ur ry: (SEAL) ,, ' My Commission Expires: .^'x; , w c 'n z i STATE OF 1 )SS COUNTY OF 1 On this_ day of 2006, before me appeared , to me personally known, who, being by me duly sworn, did say that he is the of THE HARLEM IRVING COMPANIES, an Illinois corporation, and a of CANNONBALL LLC, an Illinois limited liability company and that he is authorized to sign the instrument on behalf of said company, and acknowledged tome that he executed the within instrument as said company's free act and deed: IN TESTIMONY WHEREOF, I have hereunto set my hand and affixed my official seal in the County and State aforesaid, the day and year first above written. Wotary Public (SEAL) My Commission Expires: ��4sf EXHIBIT A LEGAL DESCRIPTION OF THE PROPERTY THAT PART OF THE SOUTHEAST QUARTER OF SECTION 19,PART OF THE SOUTH HALF OF SECTION 20 AND PART OF THE NORTHWEST QUARTER OF SECTION 29,TOWNSHIP 37 NORTH,RANGE 7 EAST OF THE THIRD PRINCIPAL MERIDIAN DESCRIBED AS FOLLOWS: BEGINNING AT THE SOUTHEAST CORNER OF THE SOUTHEAST QUARTER OF SAID SECTION 19; THENCE NORTH 01 DEGREES 13 MINUTES 53 SECONDS WEST,ALONG THE EAST LINE OF SAID SOUTHEAST QUARTER 310.20 FEET; THENCE WESTERLY PERPENDICULAR TO SAID EAST LINE 198.00 FEET; THENCE NORTH 16 DEGREES 23 MINUTES 58 SECONDS WEST, 862.81 FEET; THENCE NORTH 46 DEGREES_51 MINUTES 14 SECONDS EAST, 126.15 FEET; THENCE WESTERLY ALONG A NONTANGENTIAL CURVE TO THE RIGHT WITH A RADIUS OF 25.00 FEET AND A CHORD BEARING OF NORTH 86 DEGREES 29 MINUTES 53 SECONDS WEST,AN ARC LENGTH OF 40.71 FEET; THENCE NORTHWESTERLY ALONG A CURVE TO THE RIGHT WITH A-RADIUS OF 950.0,0,.FEET AND A CHORD BEARING OF NORTH 30 DEGREES 00 MINUTES 26 SECONDS WEST,AN ARC LENGTH OF 326.41 FEET; THENCE NORTH 67 DEGREES 35 MINUTES 57 SECONDS EAST, 243.73 FEET; THENCE SOUTHEASTERLY ALONG A NONTANGENTIAL CURVE TO THE LEFT WITH A RADIUS OF 500.00 FEET AND A CHORD BEARING OF SOUTH 31 DEGREES 07 MINUTES 50 SECONDS EAST,AN ARC LENGTH OF 209.70 FEET; THENCE SOUTH 43 DEGREES 08 MINUTES 45 SECONDS EAST, 52.80 FEET; THENCE NORTH 46 DEGREES 51 MINUTES 15 SECONDS EAST,287.40 FEET; THENCE SOUTH 43 DEGREES 08 MINUTES 45 SECONDS EAST, 80.00 FEET; THENCE NORTH 46 DEGREES 51 MINUTES 15 SECONDS EAST, 162.29 FEET; THENCE NORTH 43 DEGREES 08 MINUTES 45 SECONDS WEST, 7.00 FEET; THENCE NORTH 46 DEGREES 51 M&TES 15 SECONDS EAST, 60.76 FEET; THENCE NORTHEASTERLY ALONG A CURVE TO THE RIGHT WITH A RADIUS OF 367.00 FEET AND A CHORD BEARING OF NORTH 58 DEGREES 18 MINUTES 15 SECONDS EAST,AN ARC LENGTH OF 146.68 FEET; THENCE NORTH 69 DEGREES 45 MINUTES 15 SECONDS EAST, 121.97 FEET; THENCE NORTHEASTERLY ALONG A CURVE TO THE LEFT WITH A RADIUS OF 433.00 FEET AND A CHORD BEARING OF NORTH 37 DEGREES 51 MINUTES 31 SECONDS EAST,AN ARC LENGTH,OF 482.09 FEET, THENCE NORTHEASTERLY ALONG A CURVE TO THE RIGHT WITH A RADIUS OF 25.00 FEET AND A CHORD BEARING OF NORTH 51 DEGREES 23 MINUTES 20 SECONDS EAST,AN ARC LENGTH OF 39.64 FEET; THENCE SOUTH 83.DEGREES 11 MINUTES 08 SECONDS EAST,763.20 FEET; THENCE SOUTHEASTERLY ALONG A CURVE TO THE RIGHT WITH A RADIUS OF 367.00 FEET AND A CHORD BEARId*Q OF SOUTH 57 DEGREES 07 MINUTES 07 SECONDS EAST,AN ARC LENGTH OF 333'944 FEET,=THENCE SOUTH 31 DEGREES 03 MINUTES 05 SECONDS EAST, 123.11 FEET; THENCE,:SOUTH 58 DEGREES 56 MINUTES 55 SECONDS WEST, 7.00 FEET; THENCE SOUTHEASTERLY ALONG A NONTANGENTIAL CURVE TO THE LEFT WITH A RADIUS OF 440.00 FEET AND A CHORD BEARING OF SOUTH 42 DEGREES 20 MINUTES 40 SECONDS EAST,AN ARC LENGTH OF 173.45 FEET; THENCE NORTH 32 DEGREES 01 MINUTES 21 SECONDS EAST, 80.28 FEET; THENCE SOUTHEASTERLY ALONG A NONTANGENTIAL CURVE TO THE LEFT WITH A RADIUS OF 360.00 FEET AND A CHORD BEARING OF SOUTH 60 DEGREES 42 MINUTES 59 SECONDS EAST,AN ARC LENGTH OF 101.11 FEET; THENCE SOUTH 68 DEGREES 45 MINUTES 32 SECONDS EAST,784.84 FEET TO THE CENTER LINE OF CANNONBALL TRAIL; THENCE SOUTH 21 DEGREES 40 MINUTES 31 SECONDS WEST,ALONG SAID CENTER LINE,331.43 FEET; THENCE SOUTH 21 DEGREES 14 MINUTES 17 SECONDS WEST,ALONG SAID CENTER LINE, 1261.58 FEET; THENCE NORTH 68 DEGREES 45 MINUTES 43 SECONDS WEST,48.00 FEET; THENCE SOUTH 21 DEGREES 14 MINUTES 17 WEST,470.00 FEET; THENCE SOUTH 57 DEGREES 14 MINUTES 17 SECONDS WEST,74.81 FEET TO THE NORTH LINE OF U.S.ROUTE 34; THENCE NORTH 85 DEGREES 32 MINUTES 10 SECONDS WEST ALONG SAID NORTH LINE, 1983.32 FEET TO THE WEST LINE OF THE NORTHWEST QUARTER OF SAID SECTION 29; THENCE NORTH 01 DEGREES 14 MINUTES 12 SECONDS WEST ALONG SAID WEST LINE,378.99 FEET TO THE POINT OF BEGINNING,IN THE UNITED CITY OF YORKVILLE,KENDALL COUNTY, ILLINOIS,AND CONTAINING 143.40 ACRES I tt x {{ � b r l � an s� i X V A�. 2 S:\Client Data\Harlem Irving Development\06018\Documents\06-09-14 Development Agreement Project II vl.doc October 11,2006 EXHIBIT A-1 LEGAL DESCRIPTION OF THE SPECIAL SERVICE AREA THAT PART OF THE SOUTHEAST QUARTER OF SECTION 19,PART OF THE SOUTH HALF OF SECTION 20 AND PART OF THE NORTHWEST QUARTER OF SECTION 29,TOWNSHIP 37 NORTH,RANGE 7 EAST OF THE THIRD PRINCIPAL MERIDIAN DESCRIBED AS FOLLOWS: BEGINNING AT THE SOUTHEAST CORNER OF THE SOUTHEAST QUARTER OF SAID SECTION 19;THENCE NORTH 01 DEGREES 13 MINUTES 53 SECONDS WEST,ALONG THE EAST LINE OF SAID SOUTHEAST QUARTER 310.20 FEET;THENCE WESTERLY PERPENDICULAR TO SAID EAST LINE 198.00 FEET; THENCE NORTH 16 DEGREES 23 MINUTES 58 SECONDS WEST, 862.81 FEET; THENCE NORTH 46 DEGREES 51 MINUTES 14 SECONDS EAST, 126.15 FEET; THENCE WESTERLY ALONG A NONTANGENTIAL CURVE TO THE RIGHT WITH A RADIUS OF 25.00 FEET AND A CHORD BEARING OF NORTH 86 DEGREES 29 MINUTES 53 SECONDS WEST,AN ARC LENGTH OF 40.71 FEET; THENCE NORTHWESTERLY ALONG A CURVE TO THE RIGHT WITH A RADIUS OF 950.00 FEET AND A CHORD BEARING OF NORTH 30 DEGREES 00 MINUTES 26 SECONDS WEST,AN ARC LENGTH OF 326.41 FEET; THENCE NORTH 67 DEGREES 35 MINUTES 57 SECONDS EAST, 243.73 FEET; THENCE SOUTHEASTERLY ALONG A NONTANGENTIAL CURVE TO THE LEFT WITH A RADIUS OF 500.00 FEET AND A CHORD BEARING OF SOUTH 31 DEGREES 07 MINUTES 50 SECONDS EAST,AN ARC LENGTH OF 209.70 FEET; THENCE SOUTH 43 DEGREES 08 MINUTES 45 SECONDS EAST, 52.80 FEET; THENCE NORTH 46 DEGREES 51 MINUTES 15 SECONDS EAST,287.40 FEET; THENCE SOUTH 43 DEGREES 08 MINUTES 45 SECONDS EAST, 80.00 FEET; THENCE NORTH 46 DEGREES 51 MINUTES 15 SECONDS EAST, 162.29 FEET; THENCE NORTH 43 DEGREES 08 MINUTES 45 SECONDS WEST,7.00 FEET; THENCE NORTH 46 DEGREES 51 MINUTES 15 SECONDS EAST,60.76 FEET; THENCE NORTHEASTERLY ALONG A CURVE TO THE RIGHT WITH A RADIUS OF 367.00 FEET AND A CHORD BEARING OF NORTH 58 DEGREES 18 MINUTES 15 SECONDS EAST,AN ARC LENGTH OF 146.68 FEET THENCE NORTH 69 DEGREES 45 MINUTES 15 SECONDS EAST, 121.97 FEET; THENCE NORTHEASTERLY ALONG A CURVE TO THE LEFT WITH A RADIUS OF 433.00 FEET AND A CHORD BEARING OF NORTH 37 DEGREES 51 MINUTES 31 SECONDS EAST,AN ARC LENGTH OF 482.09 FEE T;^"IFIE.NCE NORTHEASTERLY ALONG A CURVE TO THE RIGHT WITH A RADIUS OF 25.00 FEET AND A CHORD BEARING OF NORTH 51 DEGREES 23 MINUTES 20 SECONDS EAST,AN ARC LENGTH OF 39.64 FEET; THENCE SOUTH 83 DEGREES 11 MINUTES 08 SECONDS EAST,763.20 FEET; THENCE SOUTHEASTERLY ALONG A CURVE TO THE RIGHT WITH A RADIUS OF 367.00 FEET AND A CHORD BEARING OF SOUTH 57 DEGREES 07 MINUTES 07 SECONDS EAST,AN ARC LENGTH Of 333.94 FEET; THENCE SOUTH 31 DEGREES 03 MINUTES 05 SECONDS EAST, 123.11 FEET, THENCE SOUTH 58 DEGREES 56 MINUTES 55 SECONDS WEST,7.00 FEET; THENCE SOUTHEASTERLY ALONG A NONTANGENTIAL CURVE TO THE LEFT WITH A RADIUS OF 440.0AEE AND A CHORD BEARING OF SOUTH 42 DEGREES 20 MINUTES 40 SECONDS EAST,AN'ARC LENGTH OF 173.45 FEET; THENCE NORTH 32 DEGREES 01 MINUTES 21 SECONDS EAST, 80.28 FEET; THENCE SOUTHEASTERLY ALONG A NONTANGENTIAL CURVE TO THE LEFT WITH A RADIUS OF 360.00 FEET AND A CHORD BEARING OF SOUTH 60 DEGREES 42 MINUTES 59 SECONDS EAST,AN ARC LENGTH OF 101.11 FEET; THENCE SOUTH 68 DEGREES 45 MINUTES 32 SECONDS EAST,784.84 FEET TO THE CENTER LINE OF CANNONBALL TRAIL; THENCE SOUTH 21 DEGREES 40 MINUTES 31 SECONDS WEST,ALONG SAID CENTER LINE,331.43 FEET; THENCE SOUTH 21 DEGREES 14 MINUTES 17 SECONDS WEST,ALONG SAID CENTER LINE, 1261.58 FEET; THENCE NORTH 68 DEGREES 45 MINUTES 43 SECONDS WEST,48.00 FEET; THENCE SOUTH 21 DEGREES 14 MINUTES 17 WEST,470.00 FEET; THENCE SOUTH 57 DEGREES 14 MINUTES 17 SECONDS WEST,74.81 FEET TO THE NORTH LINE OF U.S.ROUTE 34; THENCE NORTH 85 DEGREES 32 MINUTES 10 SECONDS WEST ALONG SAID NORTH LINE, 1983.32 FEET TO THE WEST LINE OF THE NORTHWEST QUARTER OF SAID SECTION 29; THENCE NORTH 01 DEGREES 14 MINUTES 12 SECONDS WEST ALONG SAID WEST LINE,378.99 FEET TO THE POINT OF BEGINNING,IN THE UNITED CITY OF YORKVILLE,KENDALL COUNTY, ILLINOIS,AND CONTAINING 143.40 ACRES � q gtfq �xx rr .3x. F -,s AV 2 S:\Client Data\Harlem Irving Development\06018\Documents\06-09-14 Development Agreement Project II vl.doc October 11, 2006 EXHIBIT A-2 LEGAL DESCRIPTION OF THE BUSINESS DISTRICT THAT PART OF THE SOUTHEAST QUARTER OF SECTION 19,PART OF THE SOUTH HALF OF SECTION 20 AND PART OF THE NORTHWEST QUARTER OF SECTION 29,TOWNSHIP 37 NORTH,RANGE 7 EAST OF THE THIRD PRINCIPAL MERIDIAN DESCRIBED AS FOLLOWS: BEGINNING AT THE SOUTHEAST CORNER OF THE SOUTHEAST QUARTER OF SAID SECTION 19;THENCE NORTH 01 DEGREES 13 MINUTES 53 SECONDS WEST,ALONG THE EAST LINE OF SAID SOUTHEAST QUARTER 310.20 FEET;THENCE WESTERLY PERPENDICULAR TO SAID EAST LINE 198.00 FEET; THENCE NORTH 16 DEGREES 23 MINUTES 58 SECONDS WEST,862.81 FEET; THENCE NORTH 46 DEGREES 51 MINUTES 14 SECONDS EAST, 126.15 FEET; THENCE WESTERLY ALONG A NONTANGENTIAL CURVE TO THE RIGHT WITH A RADIUS OF 25.00 FEET AND A CHORD BEARING OF NORTH 86 DEGREES 29 MINUTES 53 SECONDS WEST,AN ARC LENGTH OF 40.71 FEE`I,;THENCE NORTHWESTERLY ALONG A CURVE TO THE RIGHT WITH A RADIUS OF 950.00 FEET AND A CHORD BEARING OF NORTH 30 DEGREES 00 MINUTES 26 SECONDS WEST,AN ARC LENGTH OF 326.41 FEET; THENCE NORTH 67 DEGREES 35 MINUTES 57 SECONDS EAST, 243.73 FEET; THENCE SOUTHEASTERLY ALONG A NONTANGENTIAL CURVE TO THE LEFT WITH A RADIUS OF 500.00 FEET AND A CHORD BEARING OF SOUTH 31 DEGREES 07 MINUTES 50 SECONDS EAST,AN ARC LENGTH OF 209.70 FEET; THENCE SOUTH 43 DEGREES 08 MINUTES 45 SECONDS EAS1,52,80 FEET; THE NORTH 46 DEGREES 51 MINUTES 15 SECONDS EAST,287.40 FEET; THENCE SOUTH 43 DEGREES 08 MINUTES 45 SECONDS EAST, 80.00 FEET; THENCE NORTH 46 DEGREES 51 MINUTES 15 SECONDS EAST, 162.29 FEET; THENCE NORTH 43 DEGREES 08 MINUTES 45 SECONDS WEST, 7.00 FEET; THENCE NORTH 46 DEGREES 51 MINUTES IS SECONDS EAST,60.76 FEET; THENCE NORTHEASTERLY ALONG A CURVE;TO THE RIGHT WITH A RADIUS OF 367.00 FEET AND A CHORD BEARING OF NORTH 58 DEGREES 18 MINUTES 15 SECONDS EAST,AN ARC LENGTH OF 146.68 FEET '.THENCE NORTH 69 DEGREES 45 MINUTES 15 SECONDS EAST, 121.97 FEET; THENCE NORTHEASTERLY ALONG A CURVE TO THE LEFT WITH A RADIUS OF 433.00 FEET AND A CHORD BEARING OF NORTH 37 DEGREES 51 MINUTES 31 SECONDS EAST,AN ARC LENGTH OF 482.09 FEET; THENCE NORTHEASTERLY ALONG A CURVE TO THE RIGHT WITH A RADIUS OF 25.00 FEET AND A CHORD BEARING OF NORTH 51 DEGREES 23 MINUTES 2-0 SECONDS EAST,AN ARC LENGTH OF 39.64 FEET, THENCE SOUTH 83 DEGREES 11 MkWTES 08 SECONDS EAST, 763.20 FEET; THENCE SOUTHEASTERLY ALONG: CURVE TO THE RIGHT WITH A RADIUS OF 367.00 FEET AND A CHORD BEARING OF SOUIR 57 DEGREES 07 MINUTES 07 SECONDS EAST,AN ARC LENGTH OF`333.94 FEET,,4 NCE SOUTH 31 DEGREES 03 MINUTES 05 SECONDS EAST, 123.11 FEET; THENCE S, 46&H 58 DEGREES 56 MINUTES 55 SECONDS WEST, 7.00 FEET; THENCE SOUTHEASTERLY ALONG A NONTANGENTIAL CURVE TO THE LEFT WITH A RADIUS OF 440.00 FEET AND A CHORD BEARING OF SOUTH 42 DEGREES 20 MINUTES 40 SECONDS EAST,AN ARC LENGTH OF 173.45 FEET; THENCE NORTH 32 DEGREES 01 MINUTES 21 SECONDS EAST, 80.28 FEET; THENCE SOUTHEASTERLY ALONG A NONTANGENTIAL CURVE TO THE LEFT WITH A RADIUS OF 360.00 FEET AND A CHORD BEARING OF SOUTH 60 DEGREES 42 MINUTES 59 SECONDS EAST,AN ARC LENGTH OF 101.11 FEET; THENCE SOUTH 68 DEGREES 45 MINUTES 32 SECONDS EAST, 784.84 FEET TO THE CENTER LINE OF CANNONBALL TRAIL; THENCE SOUTH 21 DEGREES 40 MINUTES 31 SECONDS WEST,ALONG SAID CENTER LINE, 331.43 FEET; THENCE SOUTH 21 DEGREES 14 MINUTES 17 SECONDS WEST,ALONG SAID CENTER LINE, 1261.58 FEET; THENCE NORTH 68 DEGREES 45 MINUTES 43 SECONDS WEST,48.00 FEET; THENCE SOUTH 21 DEGREES 14 MINUTES 17 WEST,470.00 FEET; THENCE SOUTH 57 DEGREES 14 MINUTES 17 SECONDS WEST, 74.81 FEET TO THE NORTH LINE OF U.S.ROUTE 34; THENCE NORTH 85 DEGREES 32 MINUTES 10 SECONDS WEST ALONG SAID NORTH LINE, 1983.32 FEET TO THE WEST LINE OF THE NORTHWEST QUARTER OF SAID SECTION 29; THENCE NORTH 01 DEGREES 14 MINUTES 12 SECONDS WEST ALONG SAID WEST LINE,378.99 FEET TO THE POINT OF BEGINNING,IN THE UNITED CITY OF YORKVILLE,KENDALL COUNTY, ILLINOIS,AND CONTAINING 143.40 ACRES ke �rc tt 5 i� t" A . Ym �x p 2 S:\Client Data\Harlem Irving Development\06018\Documents\06-09-14 Development Agreement Project 11 vl.doc October 11,2006 EXHIBIT B PROJECT COSTS TO BE PAID FROM BUSINESS DISTRICT BOND PROCEEDS CATEGORY ESTIMATED COSTS* Project Costs Includes site costs, on-site utilities, and Total Eligible Project Costs EXHIBIT C CERTIFICATE OF SUBSTANTIAL COMPLETION The undersigned, CANNONBALL, LLC, an Illinois limited liability company (the "Developer"), pursuant to that certain Development Agreement dated as of 2006, between the UNITED CITY OF YORKVILLE, Illinois (the "City's and the Developer (the "Agreement'), hereby certifies to the City as follows: 1. That as of the construction of the Project(as that term is defined in the Agreement) has been substantially completed in accordance with the Agreement. 2. The work has been performed in accordance with the Construction Plans (as those terms are defined in the Agreement). 3. The Developer is issuing this Certificate of Substantial Completion to the City in accordance with the Agreement to evidence the Developer's satisfaction of all material obligations and covenants with respect to the Project. 4. The acceptance or the failure of the City to object in writing to this Certificate within thirty (30) days of the date of delivery,of this Certificate to the City (which written objection, if any, must be delivered-'to the Developer prior to the end of such thirty (30) days) shall evidence the satisfaction of the Developer's agreements and covenants to perform the work and complete the s. Project. Upon such acceptance by the City, the Developer may record this Certificate in the office of the Kendall County Recorder of Deeds. This Certificate is given without prejudice to any rights against third parties which exist as of the date hereof or which may subsequently,come into being. Terms not otherwise defined herein shall have the meaning ascribed to such terms in the Agreement. ji IN WITNESS WHEREOF, the undersigned has hereunto set his/her hand this day of CANNONBALL LLC, an Illinois limited liability company By: THE HARLEM IRVING COMPANIES BY: Title: ACCEPTED: UNITED CITY OF YORKVILLE, ILLINOIS By: Name: Title: (Insert Notary Form(s) and Legal Description) EXHIBIT D CERTIFICATE OF PROJECT COSTS TO: United City of Yorkville, Illinois Office of Treasurer Yorkville, Illinois Attention: Re: Terms not otherwise defined herein shall have the meaning ascribed to such terms in the Development Agreement dated as of 2006 (the "Agreement'j, between the City and CANNONBALL LLC, an Illinois limited liability company (the 'Developer'). In connection with said Agreement, the undersigned hereby states and certifies that: 1. Each item listed on Schedule 1 hereto is a reimbursable Project cost and was incurred in connection with the construction of the Project. 2. These Project costs have been paid by the Developer and are reimbursable under the Bond Ordinances and the'Agreement. 3. Each item listed on Schedule 1 has not previously been paid or reimbursed from money derived from the Project Fund or any money derived from any project fund established pursuant to the Bond Ordinances, and no part thereof has been included in any other certificate previously filed with the City. 4. There has not been filed with or served upon the Developer any notice of -any lien, right of lien or attachment upon or claim affecting the right of any person, firm or corporation to receive payment of the amounts stated in this reglzest, except to the extent any such lien is being contested in good faith. 5. it work for which payment or reimbursement is requested has been perform n aptb1fdance with the Concept Site Plan and the Agreement. 6. If ost item to be reimbursed under this Certificate is deemed not to constitute ' reimbursable project cost within the meaning of the Business District Development Act or the Agreement, the Developer shall have the right to substitute other eligible Project costs for payment hereunder as are eligible under the application statutory authority. 7. The Developer is not in default or breach of any material term or condition of the Agreement beyond the applicable cure period, if any. Dated tea— a72 , By: CANNONBALL LL c mlllinois &aab±% company B� THE HARLEM aq COMPANIES N_« 5£« « Approved for Payment this day of ��< > UNITED eTY OF YO RK2LL% ILL mms By: <« » Name: Title: �y . y� 3 AAA �y �7 ! S:Am Data\Harlem Irving_elop_ :m>__\06-m»Development Agre m Project:vl.d October c2006 SCHEDULE 1 PROJECT COSTS EXHIBIT E CONCEPT SITE PLAN EXHIBIT F AUTHORIZATION TO RELEASE SALES TAX INFORMATION The undersigned Taxpayer hereby authorizes the Illinois Department of Revenue ("IDOR") to disclose to the designated village, city, town or county the amount of the local government's share of sales tax received on behalf of the taxpayer. Reporting for a period beginning with tax collected by the department during (begi ni' g month/ year) and ending with tax collected by the department in (ending month/ year) Provided, however, that only taxes for the store identified below may be disclosed and not receipts from the Taxpayer's other locations, if any. This information is to be released to the village, city, town or county of Yorkville, attn: Clerk, Treasurer, Finance Officer, Comptroller, etc. BUSINESS INFORMATION: (Illinois Business Tax Number) (Taxpayer/Business Name) (Address) (City, Town, Village or County) TAXPAYER: The undersigned is an"owner/authorized officer of this business. By: (Signature) (Print Nail eFJ!" (Title) (Telephone Number) Note: All requests must have a beginning and ending date. Incomplete requests will be returned to the local government. Public Hearing#2 STATE OF ILLINOIS ) COUNTY OF KENDALL ) ANNEXATION AND PLANNED UNIT DEVELOPMENT AGREEMENT (THE TOWNS AT WINDETT RIDGE SUBDIVISION) NOW COMES "OWNER/DEVELOPER", WISEMAN-HUGHES ENTERPRISES, INC., AN ILLINOIS CORPORATION, hereinafter referred to as "OWNER/DEVELOPER" of certain real property hereinafter referred to as "Subject Property" legally described in the attached Exhibit "A" and the UNITED CITY OF YORKVILLE, AN ILLINOIS MUNICIPAL CORPORATION, hereinafter referred to as "CITY", do hereby enter into this Annexation and Planned Unit Development Agreement, hereinafter referred to as "Agreement'' to supplement and in addition to the Petition for annexation and zoning pursuant to the CITY Zoning Ordinance, Subdivision Control Ordinance and drawings submitted therewith to be approved by the City Council of the CITY upon the following terms and conditions and in consideration of the various agreements made between the parties agree as follows: CITY and OWNER/DEVELOPER are sometimes hereinafter referred to individually as a"Party and collectively as the"Parties". I. WHEREAS, each party agrees that it is in the best interest of the OWNER/DEVELOPER and the CITY to develop the Subject Property described in the attached Exhibit "A" as a Planned Unit development establishing a unique open space character with green areas and recreation improvements in conjunction with the CITY and to provide for the orderly flow of traffic throughout the development; and 1232631212326312windett reserve-PUS Agreement_10_19_06 1 Public Hearing#2 2. WHEREAS, each parry agrees that it is in the best interest of the local governmental bodies affected and OWNER/DEVELOPER to provide for specific performance standards in the development of the Subject Property; and 3. WHEREAS, OWNERIDEVELOPER desire to annex the Subject Property to the CITY for the purposes of developing one contiguous Planned Unit Development known as The Towns at Windett Ridge Subdivision; and 4. WHEREAS, all public hearings, as required by law, have been duly held by the appropriate hearing bodies of the CITY upon the matters covered by this Agreement; and 5. WHEREAS, the CITY and OWNERMEVELOPER have given all appropriate notices due to be given pursuant to applicable provisions of the Illinois Compiled Statutes and the CITY code; and 6. WHEREAS, each Parry agrees that a substantial impact will be had on the services of the CITY and the Yorkville School District, hereinafter referred to as "School District', by developing said Subject Property; and 7. WHEREAS, the OWNER/DEVELOPER has agreed to perform certain conditions substantially above those requirements mandated by the CITY; which are binding under the terms of this Agreement to be performed as to the Subject Property; and 8. WHEREAS, the CITY, after due and careful consideration, has concluded that the execution of this Agreement subject to the terms and conditions of this Agreement, the rezoning, subdivision and development of the Subject Property as provided for herein, will inure to the benefit and improvement of the CITY in that it will increase the taxable value of the real property within its corporate limits, promote sound planning and 123263f2123263/2windett reserve-PUD Agreement_10_19_06 2 Public Hearing#2 development of the CITY, and will otherwise enhance and promote the general welfare of the people of the CITY. NOW THEREFORE, in consideration of the foregoing preambles and mutual covenants and agreements contained herein,the parties agree as follows: 1. Zonina: The subject property shall be re-zoned under the Zoning Ordinance of the CITY as a Planned Unit Development as set out in the attached Preliminary PUD Plat and Plan as Exhibit "B" and zoning legal description as Exhibit "C", for Single Family and Multifamily uses, and shall be developed in general conformance with the applicable CITY ordinances as time to time amended in a non discriminatory fashion as to all developments within the CITY. To the extent any modification or creation of a new CITY ordinance would cause an inability to comply with any provision of this Agreement, the controlling document shall be this Agreement, including the attached exhibits, over any revision to the CITY'S ordinances. The density,minimum lot size, setback lines and all other performance standards set out in the CITY'S Zoning Ordinances and CITY Subdivision Control Ordinance, and all other applicable CITY ordinances shall be complied with by the OWNER/DEVELOPER of the Subject Property in the development of the Subject Property, except when varied by this Agreement and as specifically set out in Exhibits "B" and "C" to this Agreement which have been incorporated herein by reference. 2. Signs Models & Construction Trailers. For purposes of developing the Subject Property, OWNER/DEVELOPER hereby request authority to build two (2) different model unit groupings not to exceed six (6) model buildings within each grouping during the duration of the project. Model units shall be constructed in defined areas as approved by the CITY. . Construction of model units shall commence upon final City Council vote approving this 123263/2123263/2windett reserve-PUD Agreement_]0_19_06 3 Public Hearing#2 Agreement when aggregate stone surface roadway is in place sufficient to support emergency equipment as approved by the CITY Department of Building Safety staff and by Yorkville- Bristol Fire Protection District staff and upon submission of a hold harmless letter to the CITY and the Yorkville-Bristol Fire Protection District. Marketing signage and exterior lighting for the model units shall be permitted adjacent to the model unit areas for purposes of displaying products for sale. Furthermore all directional, promotional, and community identification signs permitted under CITY ordinance shall be allowed within the interior of the Subject Property. In addition to all other signage allowed under CITY ordinances, OWNER/DEVELOPER shall be allowed to construct two permanent entry monuments on the Subject Property adjacent to Route 47 which will identify The Towns At Windett Ridge Subdivision. The two permanent entry monument signs shall have sign faces not exceeding sixteen feet (16') by ten feet (10') , and the total height of the sign shall not exceed fifteen feet(15'). During Construction OWNERS/DEVELOPER shall also be entitled to erect a double sided temporary entrance marketing sign adjacent to Route 47, not exceeding 15 feet in height, and 100 square feet of sign face,. Before constructing any temporary or permanent signs permitted under this Agreement OWNER/DEVELOPER shall obtain sign permits from the CITY. OWNER/DEVELOPER shall be permitted to install and occupy one (1) temporary office and sales trailer for sales purposes, at any model grouping upon execution of this Agreement by the City Council for the unit of the Subject Property in which the model unita are located. Said 123263/2123263/2winden reserve-PUD Agreement_]0_19_06 4 Public Hearing#2 office/sales trailer within each model unit will be removed by OWNER/DEVELOPER no later than the issuance of the last occupancy permit. OWNER/DEVELOPER shall further be allowed to have eight(8) storage trailers located within each unit of construction within the Subject Property. CITY issued permits approving each grouping of storage trailers within a particular unit located on the Subject Property shall be required prior to any storage trailers being located upon the Subject Property. Said storage trailers shall be removed upon completion of home construction in each respective unit within the Subject Property. In no event shall storage trailers be parked on right-of-ways, or be located within 150' from any occupied building. 3. Fees and Charges. During the first five (5) years following the date of issuance of the first residential building permit, the CITY shall impose upon and collect from the OWNERMEVELOPER, and their respective contractors, only those permit, license, tap on and connection fees and charges depicted in Exhibit "D" attached hereto, in such amount or at such rate, as are in effect on the date of this Agreement and as is generally applied throughout the CITY, except as otherwise expressly provided for in this Agreement. At the expiration of this five year term, the CITY shall give the OWNER/DEVELOPER a six (6) month grace period from the date they are notified of any changes to the permit, license, tap on and connection fees and charges in order to comply with the new regulations. 4. Contributions. The CITY shall not require the OWNER/DEVELOPER to donate any land or money to the CITY, or any other governmental body, except as otherwise expressly provided in this Agreement.. 5. School & Park Dedication. 123263/2 123263/2winden reserve-PUD Agrmrnent_10_19_06 5 Public Hearing#2 A. Park Dedication. It is acknowledged by the Parties that under the current CITY Park Land Dedication Ordinance the OWNER/DEVELOPER is required to dedicate 4.87 acres of land, or pay the cash-in-lieu value of one hundred and one thousand ($101,000.00) per acre to the CITY on behalf of the Yorkville Parks and Recreation Department hereinafter "Park Department". OWNER/DEVELOPER agree to dedicate a three (3) acre park site located within lot 17,which lot is depicted on the Preliminary PUD Plat& Plan attached hereto as Exhibit`B". The exact location of the park site will be determined by OWNER/DEVELOPER and the Park Department during the CITY'S Final Plat&Plan review period. All areas dedicated to the CITY for which credit is being given towards land-cash contributions shall be final graded and seeded. The park site shall be conveyed by deed to the CITY subsequent to OWNER/DEVELOPER receiving CITY approval of a Final Plat&Plan for the Unit or Phase of the SUBJECT PROPERTY containing the park site, and after grading and seeding has been completed by OWNER/DEVELOPER pursuant to Park Department standards. OWNER/DEVELOPER shall also dedicate land to the CITY to provide the land for a Park Department public trail which trail will be located upon the Subject Property, as depicted on the Preliminary PUD Plat & Plan. OWNER/DEVELOPER shall receive credit applied against it's required park land dedication for any and all land which is dedicated to the CITY for Park Department public trial purposes. Any remaining portion of OWNER/DEVELOPER'S required 4.87 acre land dedication which is not satisfied by the dedication of the three (3) acre park site and dedication of land for Park Department public trail purposes shall be satisfied by cash in lieu of land payments paid by 123263/2123263/2windett reserve-PUD Agreement-10-19-06 6 Public Hearing#2 OWNER/DEVELOPER at the time of building permit issuance pursuant to the CITY Park Land Dedication Ordinance, subject to the subsequent paragraph. If the CITY requires OWNER/DEVELOPER to construct the public trail improvements upon the land dedicated for Park Department public trail purposes, then, the OWNER/DEVELOPER shall install said public trail improvements, and will be credited by the CITY on a dollar per dollar basis, applied toward OWNER/DEVELOPER'S cash-in-lieu of land obligation, for all expenditures incurred by OWNER/DEVELOPER in the design, engineering, and construction of the public trail. The public trail shall be ten (10) feet wide, constructed of asphalt, and shall comply with Park Department public path specifications. It being the intent of the CITY and OWNER/DEVELOPER that the CITY will accept dedication of the public trail upon completion of public trail improvements if such improvements are requested by the CITY. B. School Dedication. It is acknowledged by the Parties that under the current CITY School Land Dedication Ordinance the OWNER/DEVELOPER is required to dedicate 4.83 acres of land, or pay the cash-in-lieu value of one hundred and one thousand ($101,000.00) per acre to the CITY, which funds the CITY shall collect on behalf of the Yorkville School District, hereinafter referred to as "School District". OWNER/DEVELOPER shall dedicate to the CITY for use by the School District a portion of the parcel of land depicted as lot 17 on the Preliminary PUD Plat & Plan consisting of approximately 18.34 acres. The Parties acknowledge that this dedication of land the will exceed OWNER/DEVELOPER'S required school land dedication by approximately13.51 acres. As consideration for the additional 13.51 acre dedication over and above the OWNER/DEVELOPER'S required dedication under the CITY School Land Dedication 12326312123263/2windett reserve-PUD Agreement_10_19_06 7 Public Hearing#2 Ordinance, the CITY agrees to credit OWNER/DEVELOPER the current CITY land cash value of one hundred and one thousand dollars ($101,000.00) per acre for 13.51 acres of land, which credit shall be applied for the benefit of OWNER/DEVELOPER toward the CITY School District Transition Fee of three thousand dollars ($3,000.00) per dwelling unit for any unit constructed within the SUBJECT PROPERTY. The CITY further agrees to credit OWNER/DEVELOPER two thousand six hundred eight-nine dollars and two cents ($2,689.02) per dwelling unit to be applied toward the CITY School District Transition Fee for any and all units constructed within the adjacent existing Windett Ridge Subdivision subsequent to the execution of this Agreement until said credit has been fully utilized by OWNER/DEVELOPER, or until all units have been constructed within the SUBJECT PROPERTY and the Windett Ridge Subdivision. The exact location of the school site will be determined by OWNER/DEVELOPER and the School District during the CITY'S final plat of subdivision review period. All areas dedicated to the CITY for which credit is being given towards land-cash contributions shall be final graded and seeded. The school site shall be conveyed by deed to the CITY on behalf of the School District subsequent to OWNER/DEVELOPER receiving CITY approval of a Final Plat& Plan for the Unit or Phase of the SUBJECT PROPERTY containing the school site, and after grading and seeding has been completed by OWNER/DEVELOPER pursuant to School District standards. 123263/21232632windett reserve-PUD Agreement_10_19_06 8 Public Hearing#2 6. Detention. OWNER/DEVELOPER shall be permitted to have detention facilities in common areas within the Subject Property which facilities will be installed on Homeowner Association maintained property. The detention areas designated on the Preliminary PUD Plat& Plan consisting of approximately 23.49 acres shall be maintained by OWNER/DEVELOPER until conveyed to the Homeowners Association and ownership will remain with said Homeowners Association . However, the OWNER/DEVELOPER reserves the right to seek dedication of said areas to the CITY after completion. In the event any inlet or other drainage facility is located on private property, each individual lot owner shall be responsible to maintain all berming, set-back area, or detention area located within the property boundaries of any individual lot within said Subject Property, and that homeowners shall not, fill in,build on, or alter in any way the detention facilities. 7. Assessory Structures and Uses. OWNER/DEVELOPER, and their successors, heirs, and assigns shall have the right to have home offices, satellite dishes, decks, and screened- in porches pursuant to the City Ordinances and accessory uses permitted within the R-2 low density residential zoning district in conformance with all requirements and usage requirements as contained in the Zoning Ordinance currently in existence as of the date of approval of this Agreement. 8. Performance &Architectural Standards. OWNER/DEVELOPER shall comply with all setback requirements, minimum lot sizes, and density requirements as shown in the Preliminary PUD Plat and Plan.. Any change in CITY'S Zoning Ordinance, Subdivision Control Ordinance, and CITY storm Water Control Ordinance enacted subsequent to the execution of this Agreement which shall alter minimum lot sizes, setbacks, and/or performance standards , shall not affect or apply to this Agreement and the Subject Property. 123263/21232632windett reserve-PUD Agreernent_10_19_06 9 Public Hearing#2 The following performance and Architectural standards shall apply to the development of the Subject Property; A.Single Family Detached Units Setbacks: Front 30 feet Rear 40 feet Side 10 feet Minimum Lot Size 12,000 sq. ft. Minimum Lot Width 80 feet The CITY agrees to allow OWNEWDEVELOPER to construct the same housing products upon the single family detached portion of the Subject Property which OWNER/DEVELOPER constructed within the existing Windett Ridge Subdivision located directly to the north of the Subject Property. B. Single Family Attached Units Setbacks Front 30 feet Rear 30 feet Minimum Building Separation Front to Front 60 feet Rear to Rear 50 feet Side to Side 20 feet Rear to Side 40 feet Minimum Lot Dimensions 53' X 101' i. Masonry product must be incorporated into the front fagade of all single-family attached buildings located on the SUBJECT PROPERTY. ii. The front fagade of all single-family attached buildings must contain a minimum of seventy-five percent(75%)masonry product. iii. Masonry Product must be incorporated into the rear and sides of all single-family attached buildings located on the SUBJECT PROPERTY. iv. The rear and sides of all single family attached buildings must contain a minimum of twenty-five percent(25%)masonry product. V. For all architectural features, over five features, as defined under the CITY appearance code incorporated into the design of any attached building the OWNER/DEVELOPER shall receive a ten percent (10%) credit reducing the amount of masonry required to be utilized in the construction of that particular building. 9. Southside Infrastructure Improvement Participation. (see attached language taken from the Marker Agreement) 123263/2123263/2windett reserve-PUD Agreement_10_19_06 10 Public Hearing#2 10. Oversizin¢ of Public Improvements. Installation of CITY water main, streets and all other public improvements shall be in conformance with CITY Ordinances, unless specifically varied by approval of the City Council or varied by the terms of this Agreement. The CITY may require oversizing of water, sanitary sewer, or storm sewer mains provided a written agreement is approved by the CITY fixing a method of recapture for OWNER/DEVELOPER or contribution by the CITY. The CITY agrees to negotiate with OWNER/DEVELOPER the passage of said Recapture for Over-Sizing Ordinance for any offsite improvements, or any improvements benefiting future developers contiguous or within a reasonable service area of the Subject Property. Any recapture shall be done by Ordinance after the CITY has reviewed Engineers drawings and certified costs for any such improvement submitted by OWNER/DEVELOPER, and approved by a majority vote of the City Council. 11. Sanitary Sewer and Potable Water. For purposes of installing and servicing the subject property with Sanitary Sewer, OWNER/DEVELOPER shall be permitted to hookup various units of said Subdivision not exceeding a combination of 198 single-family and multifamily units to the CITY'S interceptor on Route 47 located adjacent to the northwest comer of the Subject Property. Recapture is due for said Sanitary Sewer System on the basis of $ 235.00 per p.e. for each residential unit that hooks on to said system, plus 6% interest per annum, as per CITY Resolution 95-12. Payment for said recapture is due at the time of application for building permit for any respective structure to be served by the aforesaid interceptor. For the purpose of providing the Subject Property with potable water the CITY hereby represents to OWNER/DEVELOPER that capacity exists to supply the Subject Property with potable water service. 123263/212326312windett reserve-PUD Agreement_10_19_06 11 Public Hearing#2 12. Buildine Code. The CITY has adopted the International Building Code, which is updated approximately every three years. The building codes for the CITY in effect as of the date of building permit application will govern any and all construction activity within the Subject Property. 13. Landscaping and Berming. A. Landscaping of the Subject Property shall contain a green area and/or berming on the Subject Property adjacent to the Route 47 Commonwealth Edison right-of-way, in a landscape area for which OWNER/DEVELOPER has submitted landscaping plans attached hereto as Exhibit "E" to be approved by the City Council containing a landscape setback area of at least 150 feet as a side and front-yard setback area in areas of the Subject Property adjacent to the Route 47 Commonwealth Edision Right-of-way pursuant to the approved Preliminary PUD Plat and Plan attached hereto as Exhibit `B", which landscape area shall be constructed by OWNERS/DEVELOPER in each Phase of the subdivision in which it is located B. Street and parkway trees shall be of a 21/<inch minimum caliper and shall be installed within six months of the installation of driveways for each residence or the common drive for any multi-family portion of the development, as per approved the landscape plan for each phase of the subdivision. C. OWNER/DEVELOPER may increase the amount of landscaping in any respective unit of said subdivision in excess of those requirements of the City Ordinance and may add additional plantings,but not less plantings,than those required under the Landscaping Plan. D. No house structure or accessory building shall be permitted in any landscape setback area in said Subdivision by OWNER/DEVELOPER except as set out in the Preliminary PUD Plat and Plan attached hereto as Exhibit`B" approved by the City. 123263121232632windm reserve-PUD Agreement_10_19_06 12 Public Hearing#2 E. Homeowners may plant shrubbery, flowers or trees in bermed areas. F. No homeowner, or their agent, or employee shall alter in any fashion, any berming, landscape setback area, drainage or detention area within any easement area of said Subject Property. 14. Grading. OWNER/DEVELOPER shall submit a mass-grading plan to the City Engineer along with Final Engineering for the entire Subject Property prior to the time approval is sought for the first Phase of the Subject Property. Upon City approval of this Agreement, the OWNERMEVELOPER may request and the City shall issue a Mass Grading Permit to allow OWNERMEVELOPER to immediately proceed with the mass grading work on the Subject Property so long as the OWNERMEVELOPER follows the NPDES permit requirements. 15. Homeowners Association. A Homeowners Association shall be created and a Homeowners Declaration recorded prior to the passage of each affected Final Plat of subdivision providing for the ownership and maintenance of all internal trails/sidewalk, detention facilities, green areas (not dedicated to the CITY for park purposes), signage and common areas. It being the intent of the CITY and OWNERS/DEVELOPER that the CITY will accept dedication of the public trail and certain open-space acreage upon completion. In the event said Association fails to maintain said areas, OWNERMEVELOPER hereby grant their consent to the CITY to immediately create a dormant back-up Special Services Tax Area under the applicable Illinois Statutory procedure, a Special Tax District or Special Services area for the purpose of upkeep, maintenance and/or renovation of these common areas above set-forth at the time the first Final Plat of Subdivision is sought to be approved. 16. Road Improvements and Route 47 Access. 123263/2123263/2windett reserve-PUD Agreement_10_19_06 13 Public Hearing#2 A. State Route 47 access for said Subject Property and traffic and roadway improvements shall be constructed at expense of OWNER/DEVELOPER. However OWNER/DEVELOPER shall have the right to obtain a Recapture Agreement and Recapture Ordinance for fifty percent (50%) of associated expenditures to the extent other properties benefit from said traffic and roadway improvements, and excluding any proportionate benefit to OWNER/DEVELOPER'S property. Location of the entrance shall be in conformance with the Preliminary PUD Plat and Plan attached hereto as Exhibit `B", approved by the City, and completed pursuant to engineering drawings submitted by OWNER/DEVELOPER which shall be approved by the Illinois Department of Transportation. Location of the entrance may be moved if directed by the Illinois Department of Transportation. If such a modification is needed or required, OWNER/DEVELOPER shall be granted a variance if necessary by the CITY to allow for the development of the Subject Property with the relocated entrance. If signalization is required by the Illinois Department of Transportation at any street access onto Route 47, OWNER/DEVELOPER shall obtain a traffic study for approval by the City Engineer. OWNER/DEVELOPER shall be granted the right to obtain a Recapture Agreement and Recapture Ordinance for reimbursement for up to seventy-five percent(75%) of associated expenditures to the extent other properties benefit from said traffic signal improvements, and excluding the twenty-five percent (25%) proportionate benefit to OWNER/DEVELOPER'S Subject Property. 17. Route 47 Public Trail Improvement It is the intention of the Parties that the CITY shall obtain a land lease upon the east side of the Com-Ed owned property adjacent to Illinois Route 47 for the placement of a public trail. Upon the CITY obtaining said land lease OWNER/DEVELOPER agree to construct a ten foot 123263/2123263/2windett reserve-PUD Agreement_]0_19_06 14 Public Hearing#2 (10') wide public trail upon the Com-Ed property. The trail shall be designed and constructed to be located parallel to Route 47. Furthermore the public trail contemplated herein shall be designed to connect to the Regional Route 47 Trail. OWNER/DEVELOPER shall only be responsible to construct that portion of trail located adjacent to the SUBJECT PROPERTY extending between the north and south property lines. The Parties agree that the public trail shall be in lieu of public sidewalk along Route 47 which would have otherwise been required of OWNER/DEVELOPER under current CITY Ordinances if permitted by the Illinois Department of Transportation. The exact location and alignment of the trail will be negotiated in good faith between Parties during the Final PUD Plan and Plat review period If the CITY is unable to obtain a land lease from Com-Ed for the placement of a pubic trail upon Com-Ed's property located adjacent to Route 47, then the OWNER/DEVELOPER agrees to grant the CITY an easement or dedicate the necessary land to provide for a public trail on the Subject Property within the 150 foot green space buffer area located adjacent to Route 47. Subsequent to either the grant of easement or dedication of land by OWNER/DEVELOPER for trail purposes, the OWNER/DEVELOPER shall construct the public trail in lieu of sidewalk pursuant to the terms of the preceding paragraph. If the placement of the public trail on the Subject Property necessitates any alteration, addition, or modification of any development plan, plat, or right granted under this Agreement previously approved by the CITY relating to the Subject Property,then the CITY agrees take any and all necessary actions to amend said plan, plat, or Agreement so that the entitlements previously granted to OWNER/DEVELOPER by the CITY are in no way adversely effected by the dedication of land or grant of easement for public trail purposes. 123263/212326312windett reserve-PUD Agreement_]0_19_06 15 Public Hearing#2 The CITY further acknowledges that the placement of the public trial upon the Subject Property may result in the loss, damage, and/or destruction of landscape plantings within the green space buffer area located on the Subject Property. As a result, the CITY agrees to reimburse or credit OWNER/DEVELOPER for the loss, damage, and/or destruction of landscaping as a result of locating the public trail upon the Subject Property. 18. Utility Easements and Installation. A) OWNER/DEVELOPER and City agree that in order to secure the development of the Subject Property, easements may be necessary to be acquired by OWNER/DEVELOPER off-site of the Subject Property for dedication to the City. The CITY makes no representation or warranty to the OWNER/DEVELOPER as to the acquisition of said easements although the CITY shall co-operate and use it's best efforts to help OWNER/DEVELOPER to acquire any said necessary easements. B) Easement acquisition shall be at the sole cost and expense OWNER/DEVELOPER. OWNER/DEVELOPER shall submit plats of dedication for utility easements in the format and over locations accessible for reasonable extension of utilities to be approved by the City Engineer. C) Installation of all on-site utility improvements, and extension of off-site utilities shall be at the sole expense of the OWNER/DEVELOPER. 19. Onsite Easements and Improvements. In the event that during the development of the Subject Property, OWNER/DEVELOPER determine that any existing utility easements and/or underground lines require relocation to facilitate the completion of OWNER/DEVELOPER'S obligation for the Subject Property in accordance with the Preliminary PUD Plat and Plan, the CITY shall fully cooperate with OWNER/DEVELOPER in 1 2 3 2 63/21 2 3 2632windett reserve-PUD Agreement-10-19-06 16 Public Hearing#2 causing the vacation and relocation of such existing easements and/or utilities,however, all costs incurred in furtherance thereof shall be home by the OWNER/DEVELOPER. If any easement granted to the CITY as a part of the development of the Subject Property is subsequently determined to be in error or located in a manner inconsistent with the intended development of the Subject Property as reflected on the Preliminary PUD Plan, , and in this Agreement, the CITY shall fully cooperate with OWNER/DEVELOPER in vacating and relocating such easement and utility facilities located therein, which costs shall be home by OWNER/DEVELOPER. Notwithstanding the foregoing, and as a condition precedent to any vacation of easement, OWNER/DEVELOPER shall pay for the cost of design and relocation of any such easement and the public utilities located therein unless the relocation involves overhead utilities. If the CITY requires any existing overhead utilities located on the Subject Property be relocated or buried on perimeter roads adjacent to the Subject Property the CITY agrees to be the lead agency in the relocation of those utilities. Upon OWNER/DEVELOPER'S request, the CITY will make the request to have overhead utilities relocated. In the event there is a cost to the OWNER/DEVELOPER associated with burying what had been overhead utility lines, the OWNER/DEVELOPER shall have the right to make the determination as to whether the utility lines will be buried or re-located overhead. 20. Amendments to Ordinances. With the exception of CITY building codes addressed in Section 11 of this Agreement, all other ordinances, regulations, and codes of the CITY, including,without limitation those pertaining to subdivision controls, zoning, storm water management and drainage, comprehensive land use plan, and related restrictions, as they presently exist, except as amended, varied, or modified by the terms of this Agreement, shall apply to the Subject Property and its development for a period of five (5) years from the date of 123263/2123263/2windett reserve-PUD Agreement-10-19-06 17 Public Hearing#2 issuance of the first single family building permit. Any amendments, repeal, or additional regulations, which are subsequently enacted by the CITY, shall not be applied to the development of the SUBJECT PROPERTY except upon the written consent of OWNER/DEVELOPER during said five (5) period. The CITY shall give the OWNER/DEVELOPER a six (6) month grace period from the date they are notified of any changes to the ordinances, regulations, and codes of the CITY in order to comply with the new regulations. After said five (5) year period, the Subject Property and its development will be subject to all ordinances,regulations, and codes of the CITY in existence on or adopted after the expiration of said five (5) year period, provided, however, that the application of any such ordinance, regulation or code shall not result in a reduction in the number of residential building lots herein approved for the Subject Property, alter or eliminate any of the ordinance variations provided for herein, nor result in any subdivided lot or structure constructed within the Subject Property being classified as non-conforming under any ordinance of the CITY. The foregoing to the contrary notwithstanding, in the event the CITY is required to modify, amend or enact any ordinance or regulation and to apply the same to the Subject Properly pursuant to the express and specific mandate of any superior governmental authority, such ordinance or regulation shall apply to the Subject Property and be complied with by OWNER/DEVELOPER, provided, however, that any so called "grandfather" provision contained in such superior governmental mandate which would serve to exempt or delay implementation against the Subject Property shall be given full force and effect. If, during the term of this Agreement, any existing, amended, modified or new ordinances, codes or regulations affecting the zoning, subdivision, development, construction of any improvements, buildings, appurtenances, or any other development of any kind or character 123263/2123263/2windett reserve-PUD Agreement_10_19_06 18 Public Hearing#2 upon the Subject Property, other than those upon which site plan approval may be based, are amended or modified to impose less restrictive requirements on development or construction upon properties situated within the CITY'S boundaries, then the benefit of such less restrictive requirements shall inure to the benefit of the OWNER/DEVELOPER, and anything to the contrary contained herein notwithstanding, the OWNER/DEVELOPER may proceed with development or construction upon the Subject Property pursuant to the less restrictive amendment or modification applicable generally to all properties within the CITY. 21. Legal Conformance with Law. This Agreement is made pursuant to and in accordance with the provisions of CITY ordinances, as amended from time to time, applicable provisions of the Illinois Compiled Statutes, and the Illinois Constitution. 22. Transfer. OWNER/ DEVELOPER may assign this Agreement without CITY approval, but only in connection with its conveyance of all or any part of the Subject Property, and upon said assignment and acceptance by an assignee, the OWNER/DEVELOPER shall have no further obligations hereunder as to that portion of the Subject Property so conveyed, but shall continue to be bound by this Agreement and shall retain the obligations created thereby with respect to any portion of the Subject Property retained and not conveyed. If OWNER/DEVELOPER or its successors sell a portion of the Subject Property, the seller shall be deemed to have assigned to the purchaser any and all rights and obligations it may have under this Agreement (excluding rights of recapture) which affect the portion of the Subject Property sold or conveyed and thereafter the seller shall have no further obligations under this Agreement as it relates to the portion of the Subject Property so conveyed, but any such seller shall retain any rights and obligations it may have under this Agreement with respect to any part of the Subject Property retained and not conveyed by such seller. Notwithstanding any such 123263/21232632windett reserve-PUD Agreement_10_19_06 19 Public Nearing#2 assignment of this Agreement or any such sale or conveyance,unless the successor to or assignee of the OWNER/DEVELOPER of all or a portion of the Subject Property shall have deposited and substituted its letter of credit as security for the construction, repair and maintenance of roadway or other public improvements with the CITY, the OWNER/DEVELOPER or other seller though otherwise released from all obligations hereunder, shall keep its letter of credit on deposit with the CITY until such time as the OWNER/DEVELOPER or the successor to or assignee of the OWNER/DEVELOPER has provided a substitute letter of credit 23. General Provisions. A. The Exhibits attached to this Agreement are incorporated herein by reference and are made a part of this Agreement. B. Ordinances annexing the Subject Property and approving the zoning classification and legal description shall be approved and executed by the CITY when the precise metes and bounds legal descriptions are tendered to the City. C. This agreement shall be binding upon the successors, heirs, and assigns of each party hereto. D. If any portion of this agreement were determined to be invalid the remaining portions thereof shall be in full force and effect between OWNER/DEVELOPER and the CITY. E. This agreement shall be binding upon each party hereto in terms of performance for a period of twenty(20) years. In the event construction is commenced within said twenty(20) year period all of the terms of this Agreement shall remain enforceable despite said time limitation, unless modified by written agreement of the CITY and OWNER/DEVELOPER. F. Passage of this Agreement does not waive the right of OWNER/DEVELOPER to seek modification of this Agreement pursuant to the CITY"S Zoning Ordinance. 12326321232632windett reserve-PUD Agreement_10_19_06 20 Public Hearing#2 G. The parties to this Agreement acknowledge that the current OWNER/DEVELOPER of the Subject Property is WISEMAN-HUGHES ENTERPRISES, INC., AN ILLINOIS CORPORATION, the parties further acknowledge that the specific terms of the Agreement were negotiated with the consent of the OWNER/DEVELOPER to be binding as to the development of the Subject Property, and that OWNERMEVELOPER warrant that the parties hereto have full and express authority to enter into this Agreement. H. The parties acknowledge and agree that the Subject Property shall be developed in conformance with this Agreement; and that throughout this Agreement, when the term OWNERMEVELOPER are used to require the performance of an act or obligation, it shall refer to the OWNERMEVELOPER then seeking approval of Final Engineering, Final Plats of Subdivision or any other act required hereunder. I. OWNER/DEVELOPER hereby agree to include Kendall County "Right To Farm" language on each Final Plat of Subdivision, as part of the conveyance language on each Deed for lots abutting County agricultural zoning. J. OWNER/DEVELOPER shall be permitted to phase future Final Plat approval for the Subject Property subject to this agreement. K. Should any provision of the Agreement be found to be unenforceable by a Court of competent jurisdiction, the remaining terms and conditions of this Agreement shall remain in full force and effect L. Notices or other materials which any party is required to, or may wish to, serve upon any other party in connection with this Agreement shall be in writing and shall be deemed effectively given on the date of confirmed telefacsimile transmission, on the date delivered 123263/21232632windett reserve-PUD Agreement_10_19_06 21 Public Hearing#2 personally or on the second business day following the date sent by certified or registered mail, return receipt requested,postage prepaid, addressed as follows: OWNER/DEVELOPER Jim Hughes Sr. Wiseman-Hughes Enterprises, Inc. 975 E. 22nd Street Wheaton, Illinois 60187 Copy to: John Philipchuck Dommermuth,Brestal, Cobine &West Ltd. 123 Water Street, Naperville, Illinois 60566 (630)-355-5800 City United City of Yorkville Attn: City Clerk 800 Game Farm Road Yorkville, Illinois 60560 Copy to: John Wyeth,Esq. 800 Game Farm Road Yorkville,Illinois 60560 IN WITNESS WHEREOF the undersigned parties have executed this agreement this day of 200. CITY UNITED CITY OF YORKVILLE, An Illinois Municipal Corporation. By: Mayor Attest: City Clerk 123263121232632windett reserve-PUD Agreement_10_19_06 22 Public Hearing 92 OWNER/DEVELOPER WISEMAN-HUGHES ENTERPRISES INC. An Illinois Corporation. BY: President ATTEST: 123263121232632windett reserve-PUD Agreement_]0_19_06 23 Public Hearing#2 Secretary LIST OF EXHIBITS EXHIBIT A LEGAL DESCRIPTION EXHIBIT B PRELEWINARY PUD PLAT & PLAN EXHIBIT C ZONING LEGAL DESCRIPTION EXHIBIT D YORKVILLE FEES EXHIBIT E LANDSCAING PLANS 123263/2123263/2windett reserve-PUD Agreement_10_19_06 24 ��,bl�c -l��a �►'� � �-I C/T. Reviewed By: J� p yy, Legal Fl City Council ,t1r Finance ❑ EST. , - 1836 Engineer ❑ _ Agend It Trackin Nu ber < � y City Administrator El J9 I� °ate =O Consultant ❑ <CE vim` ❑ City Council Agenda Item Summary Memo Title: Ordinance No. 2006- Amending the Landscape Ordinance 2004-54, (original 2000-48) City Council/Committee of the Whole Date: October 24, 2006 Synopsis: Updates/revisions to the Landscape Ordinance. Includes: revised list of acceptable plant species, addition of median landscaping,revised tree preservation standards and tree protection methods. Council Action Previously Taken: Date of Action: Action Taken: Item Number: Type of Vote Required: Council Action Requested: Submitted by: Travis Miller/Laura Haake Community Development Department Name Department Agenda Item Notes: Public Hearing#4 STATE OF ILLINOIS ) )ss COUNTY OF KENDALL ) ORDINANCE NO.2006- ORDINANCE AMENDING ORDINANCE 2004-54 UNITED CITY OF YORKVILLE LANDSCAPE ORDINANCE SECTION 1: APPLICABILITY: 1. Existing buildings: All lots which have buildings constructed upon them prior to the date of this ordinance are exempt from the standards in this ordinance, except for any property which is being substantially redeveloped,rezoned, or which a special use is being requested. Substantial redevelopment consists of any construction activity that will result in a greater than 25%increase to the existing building square footage or the addition of twelve(12) or more parking spaces. If a property is being rezoned, or for which a special use request is being approved,the following landscape standards shall apply: a. Parkway Landscaping b. Perimeter Landscaping c. Parking Lot Landscaping—for the purpose of this category,parking lot landscaping requirements shall apply only to the construction of the new portion of a parking lot and shall not apply to existing parking lots. d. Storm Water Storage Basin Landscaping—for the purpose of this category, storm water storage basing landscaping requirements shall apply only to the construction of the new portion of a storm water storage basin and shall not apply to existing storm water storage basins. 2. For a single detached and duplex residential development: a. New Construction: The applicable landscape requirements for this development activity are as follows: 1. Parkway Landscaping 2. Landscaping adjacent to Primary and Secondary Arterials and Collectors 3. Median Landscaping 4. Tree Preservation 3 For all other development, other than single family detached and duplex residential development: 1 Public Hearing#4 a. New Construction: The applicable landscape requirements for this development activity are as follows: 1. Parkway Landscaping 2. Perimeter Landscaping 3. Parking Lot Landscaping 4. Lot Landscaping 5. Storm Water Storage Basin Landscaping 6. Median Landscaping 7. Tree Preservation SECTION 2: LANDSCAPE AND TREE PRESERVATION REOUIREMENTS: The following requirements in this section are cumulative: 1. Parkway Landscaping: a. For all single detached and duplex residential development,the minimum required number of parkway trees are as follows: Interior lots—one (1)tree per lot Corner lots—two(2)trees per lot(one tree per side) All other lots—(such as parks and retention/detention areas) one (1)tree per 50 lineal feet of frontage b. For all development other than single-family detached and duplex residential development,the minimum required number of parkway trees is one tree per 50 lineal feet of frontage. c. For commercial developments, parkway landscaping shall be sensitive to the sight line to freestanding signage on adjacent parcels from the public right-of-way, neighboring properties, and access drives. Include adjacent property signage location, including size and height,as part of the landscape plan. d. All parkways shall have minimum of six inches (6") of good, clean, clump-free topsoil nearly leveled to uniform grade from the top of curb to the top of sidewalk after settling. Trees shall be planted within the public parkway between the curb and sidewalk and trail as applicable. e. Parkways will be a minimum of ten feet(10') in width from the back of the curb to the front edge of the sidewalk. All parkways shall have a good,thick stand of grass utilizing sod or seed per IDOT specifications,including fertilizing. The developer, as covered by the required maintenance letter of credit,will repair any settling of grass loss during the one-year maintenance period. The minimum gradient of all parkways toward the curb shall be 2%and the maximum shall be 8%. All areas shall be seeded or sodded and fertilized in an approved manner. Grass watering and mowing to a maximum height of five inches (5")will be the 2 Public Hearing k4 responsibility of the developer through the one year required maintenance period after City acceptance. f. No tree shall be planted closer than thirty feet(30') of the right-of-way intersection. g. If a stop or yield sign is located at an intersection, no tree,when approaching the intersection, shall be planted closer then 50 lineal feet in front of a sign. h. Trees shall have a minimum spacing of twenty feet(20')from light poles, street signs, fire hydrants and any other such items that may, in the opinion of the City Planner or Public Works director,require similar intervals. i. Trees under wires are not to exceed twenty feet(20') in height at maturity. j. Parkway trees shall be planted prior to the issuance of a certificate of occupancy. It shall be the responsibility of the developer or builder to properly water all newly planted parkway trees at the time of planting, and subsequently thereafter, to insure their survival for a period of one year after City Council acceptance of the public improvements. k. Only approved parkway trees, as indicated under the permitted plantings shade tree list,may be used as parkway trees. 2. Perimeter Landscaping: a. Non-residential adjacent to residential: Where a non-residential property is adjacent to residential property at thirty foot(30')wide bufferyard shall be provided.The bufferyard shall consist of a berm or architectural masonry wall, at least three feet(3')in height as measured from the property line. The bufferyard shall also consist of two(2)shade trees,five(5) evergreen trees and three(3) ornamental trees per 100 lineal feet of bufferyard. b. Multi-family residential adjacent to single family detached and duplex residential: Where multi-family residential property is adjacent to single family detached or duplex residential a thirty foot(30') landscape bufferyard shall be provided. The bufferyard shall consist of three(3) shade trees,three(3) evergreen and two(2) ornamental trees per 100 lineal feet of bufferyard. 3. Parking Lot Landscaping: a. Interior Parking Lot Landscaping: 1. Interior Landscaping: One tree shall be provided for every twenty(20) parking spaces and shall be planted within the interior of the parking lot. Trees shall be located in landscape medians,which have a minimum area of 190 square feet and a minimum dimension of ten feet(10'). The 3 Public Hearing#4 landscape median shall be covered with shrubs, groundcover, turf, or organic mulch. Include in plans typical landscape median detail. 2. Visibility: To ensure proper visibility within the parking lot,the branches of shade trees shall start no less than eight feet(8') above the pavement and shrubs shall be maintained at a height of no greater than thirty-six inches (36") above the pavement. The plant height selection should be sensitive to the crown of the median. Single stem ornamental trees will be allowed in center parking lot median islands only and branches must be trimmed to a minimum of six feet(6') above the pavement. b. Perimeter Parking Lot Landscaping: 1. When a parking lot,which is located on a non-residential property, is adjacent to another non-residential property, a five foot(5')perimeter bufferyard shall be planted with two shade trees and fifteen shrubs per 100 lineal feet of bufferyard. 2. When a parking lot is adjacent to a public right-of-way, a landscape bufferyard shall be provided and shall be the width of the required parking lot setback or thirty feet(30'), whichever is less. The bufferyard shall consist of one (1) shade tree, one(1) evergreen tree and thirty-three (33) shrubs per 100 lineal feet of bufferyard. 3. Parking lot bufferyard landscaping shall be sensitive to sight line visibility of lot signage and adjacent lot signage. 4. Lot Landscaping:Lot landscaping shall be required for all developments other than single family detached residential and duplex developments in accordance with the following: a. Multi-family: Two (2) shade trees and fifteen(15) shrubs shall be provided for every four units. b. Non-residential: Two (2) shade trees and fifteen(15)shrubs shall be provided for every 20,000 square feet of lot area. 5. Landscaping Adjacent to Primary and Secondary Arterials and Collector: Residential lots which back up to an Arterial or Collector as defined in the Yorkville Comprehensive Plan, shall provide a minimum thirty foot(30')wide landscape easement running the full length of the residential lots. This easement shall be planted with three (3) shade trees,four(4) evergreens and twenty(20) shrubs per 100 lineal feet. 6. Storm Water Storage Basin Landscaping: A thirty foot(30')wide bufferyard shall be provided around any storm water storage basin that has its high water line within the front or side yards of a lot. The thirty foot(30')bufferyard shall be measured from the property line to the average elevation between normal water line and the high water line for retention basins and from the property line to the average elevation 4 Public Hearing#4 between the lowest basin elevation and the high water line for detention basins. The bufferyard shall be planted with one(1)tree per 30 lineal feet of bufferyard length. The bufferyard may be reduced to ten feet(10')wide. If so,the ten foot(10')bufferyard shall be planted with two (2)trees per 30 lineal feet of bufferyard length. 7. Median Landscaping: The following information is to be used as general guidelines for designing parkway medians and parking islands that are constructed with a six inch(6") barrier curb. It is intended for use as a resource to develop median designs. Several recommendations are subjective in nature and may require modification to fit median openings, width or stopping site distances. It is important that significant deviations from the guide be based on operational experience and objective analysis. These guidelines do not pertain to the design of bioswales. a. Landscape elements within a median should include shade trees, ornamental trees, shrubs, low-growing evergreens,perennials, grasses, and groundcovers. Species should be primarily heat and salt tolerant. b. Median plant heights refer to the mature plant height with the exception of all shade and ornamental trees. Any variance from the following guidelines must be approved by the City. I. In the first 25 lineal feet of the median, all plant material shall be no taller than one foot(1') at mature height and no shade or ornamental trees can be located in this area. 2. Twenty-five to 50 feet from the intersection no plant material shall be no taller than eighteen inches(18") at mature height and no shade or ornamental trees can be located in this area. 3. Fifty to 75 lineal feet back from the intersection,plant height can be no taller than twenty four inches (24") at mature height. Shade and ornamental trees can be located in this area as long as it does not affect visibility. 4. For the remainder of the median,until 75 lineal feet from an intersection, opening, or the end of the median,no plant height shall reach above thirty inches (30") at mature height. Shade and ornamental trees can be located in this area as long as it does not affect visibility. 5. Any plant material located within site triangles should be no taller than twenty four inches (24") at mature height. Site triangles are dependent upon the intersection stopping site distances. 6. Shade and ornamental trees must be single stem and pruned up to a minimum of six feet(6').No `clump varieties' will be accepted. 7. A"clear zone"in the first one and one-half feet(1 W) from the curb towards the center of the median on both sides of the median should have 5 Public Hearing#4 no plant material taller than one foot(1')to allow turn lanes clear visibility of oncoming traffic. 8. Design should be sensitive to the crown of the median. Plant material cannot be higher than thirty-six inches(36") above the pavement at mature height. c. Tree distance to intersection: 1. No shade or ornamental tree should be closer than fifty feet(50')to the right-of-way of an intersection. Shade trees should be spaced one tree per 30 to 50 lineal feet and ornamental trees should be spaced one tree per 15 to 20 lineal feet, depending on the mature canopy of the species. NOT TO SCALE V MAXIMUM PLANT HEIGHT FOR FIRST 50 LF FROM INTERSECTION 18"MAXIMUM PLANT HEIGHT BETWEEN 50 to 75 LF OF INTERSECTION FIRST TREE LOCATED 50'FROM INTERSECTION 30"MAXIMUM PLANT HEIGHT - - - (EXCLUDING TREES) CLEAR ZONE: NO PLANT IN THE FIRST T-6"OF THE MEDIAN CAN BE ABOVE PAT MATURE HEIGHT - TURFGRASS MEDIAN ` £an2k# f k PLANT HEIGHT 6 CURB NOTES: 1)DRAWING IS FOR REFERENCE ONLY. 2)FINAL MEDIAN LANDSCAPE DESIGN MUST BE APPROVED BY THE CITY PLANNER. d. A separate landscape plan should be submitted of the public landscape(s) for any part of the median that is to be maintained by the City to provide clear definition for maintenance workers between public/private properties. e. Plant list should include mature height of species in addition to the required size and height at installation. 8. Tree Preservation: The following standards shall apply to all lots which are five(5) acres or greater in area. No live tree(s)with a four inch(4")DBH(diameter at breast height) may be removed without first submitting an application for tree removal and receiving approval from the City. Failure to apply and submit a tree preservation and removal plan 6 Public Hearing#4 will result in a monetary fine per tree removed without authorization(as stated on the application form.) a. Tree Removal Permit: The application for a tree removal shall be made to the Building Department. This application must be submitted and approved prior to the Site Grading Plan permit issuance. If no mass grading is required for construction,the tree removal application must be submitted and approved prior to any site re-development involving tree removal. The application shall include: 1. Tree Preservation and Removal Plan. The plan shall include: a) A tree survey showing the location of all trees four inches (4") in caliper or greater within 100 feet of any tree proposed to be removed, including a description of the tree(s), botanical name, common name, caliper size and general condition or health of the tree(s). The survey must be completed by a professional tree survey company with an International Society of Aboricultare Certified Arborist or Illinois Department of Natural Resources Consultant Forester on staff. b) Delineation of trees to be removed and trees to be preserved. c) Details and specifications or procedures to be used to protect trees being preserved. d) Location, size and name of replacement trees. 2. Tree Preservation and Removal Guidelines: a) Every reasonable effort shall be made to retain existing trees shown on the tree survey through the integration of those trees into the site plan and landscape plan for a proposed development. 1. Critical areas, such as floodplains, steep slopes, and wetlands, should be left in their natural condition or only partially cleared. 2. Roadways,storage areas, and parking lots should be located away from valuable tree stands. 3. Cutting and filling in the vicinity of valuable trees should be minimal. 4. If more than one-third of the tree's root system is to be affected by construction,the tree should be part of the removal plan and replaced with the appropriate number of trees. 7 Public Hearing M4 b) Pre-construction protection measures: 1. A temporary six foot(6') orange construction safety fence, rigid wood, or chain link fence must surround the periphery of the tree dripline as a construction barrier prior to the start of any site work. a. Fence type may be designated by the City depending on the value of the tree and the location to construction traffic. b. This fence must be in place before any site work begins and remain in place until all construction has been completed or final occupancy permit has been issued,whatever is latest. c. A warning sign shall be placed on the fence stating the following: Warning: This fence shall not be relocated or removed without written authorization from the City of Yorkville. c) If construction limits encroach within the dripline of the tree the following procedures will be required: 1. Trunk wrapping from the base of the tree to a height of ten feet(10'). Clear indication of trees to be wrapped and detail showing materials should be included as part of the landscape plans. No boards shall be nailed to the trunk of a tree. 2. In the event that underground utility lines are proposed within five feet(5') of the trunk of a tree, then auguring or boring of the utility line will be required by the City. This must be clearly indicated on the plans. 3. Root trimming should occur by hand,not with machinery, and exposed root systems should be protected to maintain moisture levels. During construction, any root accidentally damaged(exposed) should immediately be cleanly cut and protected. 4. If excavation must occur within the dripline of a tree, an excavation trench shall be saw cut for a minimum depth of two feet as near to the intended trench as possible. All root pruning must be completed prior to any excavation activity near the tree. d) Construction procedures: 8 Public Hearing#4 1. During the mass grading of the site, a Certified Arborist or Consultant Forester must be on-site during the mass grading to ensure that proper protection methods are being followed. 2. Grading and construction equipment shall be prohibited from encroaching within the dripline of a tree. 3. Any soil that is located or stockpiled within the critical root zone of the tree will result in the loss of tree protection credit(s) and will require that the job be stopped until a revised Landscape Plan is approved. 4. Crushed limestone and other material detrimental to trees shall not be stored or dumped within the drip line of any tree nor at any higher location where drainage toward the tree could conceivably affect the health of the tree. 5. Any preserved trees damaged during construction should be repaired. Damage should be analyzed by a Certified Arborist or Consultant Forester and a repair plan should be submitted to the City for approval. 6. If the tree begins to show signs of stress (i.e. leaf dieback, wilting,etc.), additional measures may be required by the City such as fertilizing or watering to aid the tree in survival. c) Tree Preservation protection measures must be checked by the City of Yorkville before the permit for development will be released. Periodic inspections will occur during construction. f) Failure to provide adequate tree protection will result in the loss of tree protection credits and will require that the job be stopped until a revised Landscape Plan is approved. b. Tree Replacement Standards: 1. Any tree approved for removal shall be replaced with new trees in accordance with the following schedule: Caliper(Inches) of tree to be removed Number of Replacement Trees 30 or greater 6 13-29 5 8-12 4 4-7 2 9 Public Hearing#4 2. In the event that a tree identified to be preserved is removed or damaged, such tree shall be replaced as follows: Caliper(Inches) of tree to be removed Number of Replacement Trees 30 or greater 12 13-29 10 8-12 8 4-7 4 3. All replacement trees shall have a minimum caliper of two and one-half inches (2 ''/2") and shall consist of the shade tree varieties listed under Permitted Plantings. 4. If the tree(s) approved for removal is(are) dead from natural causes prior to the date of the tree removal permit, then no replacement trees) are required for them. c. Approval Criteria: The City shall approve a tree removal application if one or more of the following conditions exist: 1. The tree to be removed poses a safety hazard to persons or property. 2. The tree is substantially diseased or weakened by age, storm, fire or other injury. 3. The tree removal is in accordance with good forestry practice such as when a parcel of land will only support a certain number of healthy trees which is less than the number of existing trees on the parcel. 4. The tree removal is of a nuisance tree listed under Section 3 General Standards,#7. 5. The tree removal is part of an approved overall landscape plan. d. Failure to Replace Trees: If replacement trees,which are required by the approved tree removal permit, are not planted within the time frame set out by the tree removal permit, the City may, at its option,replace the trees. All costs associated with purchasing and planting the replacement trees shall be charged to the owner or other person or entity causing the removal of the trees. SECTION 3: GENERAL STANDARDS 1. Landscape Plan: Prior to receiving site plan approval, a landscape plan shall be submitted to the City for review and approval. It is recommended that prior to submitting a site plan or landscape plan,a pre-submittal conference be conducted to review the site plan 10 Public Hearing#4 implications and the standards of this Chapter. The landscape plan shall contain the following information: a. The location and dimensions of all existing and proposed structures,parking lots, sidewalks, ground signs, refuse disposal areas, free standing electrical equipment and other freestanding structural features. b. Name, location, right-of-way and pavement widths of abutting streets. c. The current zoning and land use for adjoining properties and properties located across abutting streets. d. The location of all freestanding signage on adjacent parcels. e. The location, quantity, size and type(both botanical and common names)of all existing landscaping to be preserved and removed, and all proposed landscaping to be added.A separate document containing only the parkway tree list shall be included as part of the landscape plan submittal. f. The location and contours, at one foot(1')intervals, of all proposed berming and storm water detention/retention ponds. g. Specification of the type and boundaries of all proposed ground cover. h. Elevation and location of all existing and proposed fences. i. Location of all existing and proposed utilities and easements. j. Property line dimensions. 2. Quality: All trees shall be planted according to the minimum standards established by the American Association of Nurserymen.Plant material shall be grown in nurseries from the Central or Northern Illinois region.All trees shall be balled and burlapped(BB)and all shrubs shall be BB or container grown. The City may visit the nursery to tag trees for parkways, parks, or other city-owned properties. 3. The size of plant material required by this ordinance shall be as follows: Shade Tree—2 '/2"caliper measured 6" above grade Evergreen Tree—8' (eight feet)tall Ornamental Tree—6' (six feet)tall Shrubs—24"(twenty-four inches) tall 4. Substitutions: For the purpose of providing flexibility in the landscape design substitutions may be allowed at the following rates: 1 Tree equals 1 Evergreen Tree I Tree equals 2 Ornamental Trees 1 Tree equals 10 Shrubs 11 Public Hearing#4 5. A mixture of trees is required so that a maximum of 33%of the total amount of required trees should not be of the same genus(i.e. Acer, Malus, etc.) 6. Alternative Methods of Compliance: Site conditions may arise where normal compliance is impractical or impossible or where maximum achievement of the City's objectives can only be obtained through alternative methods. a. Requests for alternative methods of compliance may be considered by the City for any application to which the requirements of the Ordinance apply when one(1) or more of the following conditions are present: 1. Topography, soil,vegetation or other site conditions are such that full compliance is impossible or impractical, or improved environmental quality would result from the alternative compliance. 2. Space limitations or the existing character surrounding neighborhood may justify alternative compliance for infill sites and for improvements or redevelopment in older developed areas. 3. A change of use on an existing site increases the screening required to more than what is feasible to provide. 4. Safety considerations make alternative methods of compliance necessary. b. Requests for alternative methods of compliance shall be accompanied by sufficient explanation and justification,written and graphic,to allow appropriate evaluation and decisions by the City Planner. c. A proposed alternative compliance measure must be equal to or better than normal compliance in terms of quality, effectiveness, durability,hardiness and ability to meet the landscape standards of the Ordinance. d. Alternative compliance shall be limited to the specific project under consideration and shall not establish precedents for acceptance in other cases. 7. Credit for Existing Vegetation: Credit shall be given for existing trees preserved. This does not include any species found under the nuisance tree list. Each tree that is preserved with a caliper four inches(4") or larger and is listed under Permitted Plantings, shall be credited towards the required tree planting as follows. Other existing vegetation may be credited towards the required plantings subject to the review and approval of the City Planner. Caliper(Inches) of tree Trees credited towards to be preserved required plantings 30 or greater 6 13-29 5 8-12 4 4-7 2 12 Public Hearing#4 No credit will be given for nuisance trees listed below: Nuisance Trees Scientific Name Common Name Acer negundo Boxelder Acer saccharinum Silver Maple Ailanthus altissima Tree of Heaven Eleagnus angustifolia Russian Olive Eleagnus umbellata Autumn Olive Fraxinus excelsior European Ash Gingko bloba Gingko (female) Koelreuteria paniculata Golden Rain Tree Maculra pomifera Osage Orange Morus alba White Mulberry Populus deltoides Cottonwood Rhamnus cathartica Common Buckthorn Robinia pseudoacacia Black Locust Salix, spp. Willow Sorbus americana Mountain Ash Ulmus pumila Siberian Ehn 8. Permitted Plantings: The plantings used to meet the requirements of this ordinance shall be selected from the list of approved plant material. Soft maples that are not on the approved shade tree list below will not be accepted. The shade trees marked with an asterisk(*) are acceptable parkway trees. All trees listed are suitable for all landscape uses including natural areas, detention basins,berms,bufferyards, etc. Permitted Planting List Scientific Name Common Name Shade Trees Aesculus flava Yellow Buckeye Aesculus glabra Ohio Buckeye Aesculus hippocastanum Common Horsechestnut Acer miyabei `Morton' State Streety Miaybe Maple* Acer platanoides, spp. Norway Maple `Deborah' `Deborah'Norway Maple* Emerald Lustrey Emerald Lustre''* `Summershade' `Summershade'* `Superform' `Superform'* Acer nigrum, spp. Black Maple `Greencolumn' Greencolumn Black Maple* Acer rubrum, spp. Red Maple Autumn Flamey Autumn Flamey* `Brandywine' `Brandywine'* `Franksred' Red Sunsety* 13 Public Hearing#4 Scientific Name Common Name Shade Trees (cont'd) Acer saccharum,spp. Sugar Maple Legacy' Legacy'* `Morton' Crescendo* `PNI 0285' Green Mountain'* Carya cordiformis Bitternut Hickory Carya ovata Shagbark Hickory Catalpa speciosa Northern Catalpa Celtis occidentalis, spp. Common Hackberry* `Chicagoland' `Chicagoland'* `Windy City' `Windy City'* Cercidiphyllum japonicum Katsuratree Cladastris kentukea American Yellowwood* Corylus colurna Turkish Filbert* Fagus sylvatica European Beech `Riversii' Rivers Purple Leaf Beech Ginkgo biloba, spp. (Male only) Ginkgo `Autumn Gold' `Autumn Gold'* `Magyar' `Magyar'* `PN 22720' `Princeton Sentry'* Gleditisia tricanothos var. inermis, spp. Thornless Honey Locust* `Skyline' Skyline'* `Shademaster' Shademastery* `Suncole' Suncoley* Gymnocladus dioica, spp. Kentucky Coffeetree `Espresso' `Espresso'* `Prairie Titan' Prairie TitanTM* Juglans nigra Black Walnut Liquidambar styracii lua American Sweetgum Liriodendron tulipifera Tuliptree Nyssa sylvatica Black Tupelo Phellodendron amurense `Macho' Amur Corktree Phellodendron lavallei `Longnecker' Eyestopperrm Lavalle Corktree Phellodendron sachalinense `His Majesty' Sakhalin Corktree Platanus x acerfolia London Planetree `Bloodgood' Bloodgood London Planetree `Exclamation' Exclamation Planetree Platanus occidentalis Sycamore Populus deltoides, spp. Eastern Cottonwood(male) `Siouxland' Siouxland Poplar Pyrus calleryana, spp. Callery Pear* `Cleveland Select' `Chanticleer'* Aristocraty Aristocraty* `Redspire' `Redspire'* Quercus alba White Oak Quercus bicolor Swamp White Oak* 14 Public Hearing#4 Scientific Name Common Name Shade Trees(cont'd) Quercus bicolor x robur`Fastigiata' Regal Prince TM Oak Quercus coccinea Scarlet Oak Quercus imbricaria Shingle Oak Quercus macrocarpa Bur Oak* Quercus muehlenbergii Chinkapin Oak* Quercus rubra Red Oak* Quercus x macdenielli`Clemon's' Heritagey Oak Taxodium distichum Baldcypress Tilia americana, spp. American Linden* Tilia cordata, spp. Littleleaf Linden* Tilia tomentosa, spp. Silver Linden* Tilia `Redmond' Redmond Linden* Tilia x flavescens `Glenleven' Glenleven Linden* Ulmus americana, spp. American Elm `Valley Forge' `Valley Forge'* `Princeton' `Princeton'* `New Harmony' `New Harmony'* Ulmus `Morton' Accoladey Elm* Ulmus `Morton Glossy' Triumph'Elm* Ulmus `Frontier' `Frontier' Ehn* Ulmus `Patriot' `Patriot' Elm* Ulmus wilsoniana `Prospector' Elm* Ulmus x Homestead `Homestead' Elm* Ulmus x Regal `Regal' Elm* *Acceptable parkway tree. Ornamental Trees Acer campestre Hedge Maple Acer tataricum, spp. Tatarian Maple `GarAnn' `GarAnn' `Patdell' `Patdell' `Summer Splendor' `Summer Splendor' Acer tatariucum subsp.ginnala, spp. Amur Maple Alnus glutinosa Alder Amelanchier canadensis Shadblow Serviceberry Amelanchier x grandii fora, spp. Apple Serviceberry Amelanchier laevis, spp. Allegheny Serviceberry Betula nigra, spp. River Birch `Cully' Heritagey Betula papyrifera, spp. Paper Birch `V wren' Prairie Dreamy `Whitespire' Whitespire White Birch Carpinus betulus Hornbeam `Fastigiata' Columnar Hornbeam 15 Public Hearing#4 Scientific Name Common Name Ornamental Trees (cont'd) Carpinus caroliniana Ironwood Cercis canadensis Eastern Redbud Cornus alternifolia Pagoda Dogwood Cornus mas Comeliancherry Dogwood Crataegus crus-galli var. inermis Thornless Cockspur Hawthorn `Cruzam' Crusadery Crataegus mollis Downy Hawthorn Crataegus phaenopyrum Washington Hawthorn Crataegus viridis `Winter King' Winter King Hawthorn Maackia amurensis, spp. Amur maackia `Starburst' `Starburst' Summertime Summertime Magnolia stellata, spp. Star Magnolia Malus spp.** Flowering Crabapple** Ostrya virginiana American Hophombeam Prunus maackii Amur Chokecherry Prunus sargentii Sargent Cherry Prunus `Accolade' Accolade Cherry Syringa pekinensis, spp. Peking Lilac Syringa reticulata, spp. Japanese Tree Lilac ** Species selected must be primarily disease resistant with small fruits. Evergreens Abies concolor White Fir Picea abies Norway Spruce Picea glauca White Spruce Picea glauca var. densata Black Hills Spruce Picea pungens Colorado Spruce Picea pungens var.glauca Blue Colorado Spruce Pinus flexis `Vanderwolf' Vanderwolf Limber Pine Pinus strobiformis Southwestern White Pine Pinus strobus White Pine Pseudotsuga menziesii Douglas Fir Shrubs Those species and varieties hardy to USDA Zone 5. Other plant material not listed may be allowed on a case-by-case basis a determined by the City Planner. 9. Completion of Landscape Improvements: All required landscape improvements shall be installed prior to the issuance of a certificate of occupancy. If landscape improvements are unable to be completed due to weather conditions which, in the determination of the 16 Public Hearing#4 City, are unfavorable for plant survival and growth, a temporary certificate of occupancy, valid for no more than six(6) months, may be issued. 10. Replacements: The developer shall be responsible for replacing all required landscape improvements that die during a period of two(2)years from the date of installation. The City shall use the bond to replace any plant material if the developer fails to do so within thirty(30) days of notification by the City.After the two-year period, the property owner shall be responsible for maintaining and replacing any required plant material that dies. 11.Appeals: Any applicant may appeal any decision of the City Planner to the Zoning Board of Appeals for recommendation to the City Council. a. Any appeal to the standards of this chapter may be considered by the City Council when one or more of the following conditions are present: 1. Topography, soil,vegetation or other site conditions are such that full compliance is impossible or impractical, or improved environmental quality would result from the alternative compliance. 2. Space limitations or the existing character surrounding neighborhood may justify alternative compliance for infill sites and for improvements or redevelopment in older developed areas. 3. A change of use on an existing site increases the screening required to more than is feasible to provide. 4. Safety considerations make alternative methods of compliance necessary. b. Requests for alternative methods of compliance shall be accompanied by sufficient explanation and justification,written and graphic, to allow appropriate evaluation and decisions by the City Council. c. A proposed alternative compliance measure must be equal to or better than normal compliance in terms of quality, effectiveness, durability, hardiness and the ability to meet the landscape standards of the Ordinance. d. Alternative compliance shall be limited to the specific project under consideration and shall not establish precedents for acceptance in other cases. 12. Severability: The various parts, sections, and clauses of this Ordinance are hereby declared to be severable. If any part, sentence,paragraph, section, or clause is adjudged unconstitutional or invalid by a Court of Competent jurisdiction,the remainder of the Resolution shall not be affected thereby. 13. Repealer: Any Ordinance or parts thereof in conflict with the provisions of this Ordinance is hereby repealed to the extent of such conflict. 17 Public Hearing#4 JAMES BOCK JOSEPH BESCO VALERIE BURD PAUL JAMES DEAN WOLFER MARTY MUNNS ROSE SPEARS JASON LESLIE Approved by me, as Mayor of the United City of Yorkville, Kendall County,Illinois, this day of A.D. 2006. MAYOR Passed by the City Council of the United City of Yorkville,Kendall County,Illinois this day of , A.D. 2006. ATTEST: CITY CLERK 18 CIP Reviewed By: J2 J O� Legal Fl Council o g �' Finance ❑ ESL , 1836 Engineer ❑ mot- Agenda Item Tracking Number 0 I�, s � y City Administrator ❑ 20 Consultant ❑ CE `��? Public Safety Fl Committee City Council Agenda Item Summary Memo Title: Driveway Regulation Modifications to Zoning Ordinance City Council/COW/Committee Agenda Date: October 24, 2006 Synopsis: Recommended Changes to Zoning Ordinance 10-11-3 `Off Street Parking Regulations and Requirements' Council Action Previously Taken: Date of Action: Action Taken: Item Number: Type of Vote Required: Council Action Requested: Approval of Ordinance amendment Submitted by: Travis Miller Community Development Name Department Agenda Item Notes: See Attached memo and recommended ordinance revisions Public Hearing#5 J=. o United City of Yorkville Memo .1%' 800 Game Farm Road �Eitia EST. , 1 1836 Yorkville, Illinois 60560 Telephone: 630-553-8545 Fax: 630-553-3436 Date: October 9, 2006 To: EDC/COW From: Travis Miller, Community Development Director Cc: Lisa Pickering Subject: Zoning Ordinance 10-11-3 -Driveway Ordinance Modification The Plan Commission conducted a Public Hearing regarding this Zoning Ordinance amendment September 25,2006 and recommended approval with a unanimous vote. Current Zoning Ordinance Issues: Driveway Width The zoning ordinance currently limits driveway widths "at the street' to 25 feet wide. This limits certain properties,particularly in older sections of the City with shallower front yards,from having a wide enough driveway to park more than two cars. Access Management Driveways, especially for commercial uses,need to be regulated for safety. Consistent curb cut widths are important from a safety standpoint to control the access points along the street. Consistent and limited width access points allow motorists to anticipate where traffic is entering and to know where they can exit the roadway. Driveways of varying widths can confuse drivers, allow motorist to enter and exit at unpredictable locations,resulting in less safe roads. This becomes more of a problem in higher traffic volume areas along the roadway as well as higher volumes entering/exiting the driveway. Front Yard Parking The current ordinance does not permit off street parking in the front yard area with the exception of B-3 zoned areas. This has created somewhat of a hardship for features such as amenity centers/clubhouse facilities. The Landscape Ordinance requires ample screening for parking areas regardless of location and increased screening for parking along public streets resulting in a questioning of the need for this particular regulation. Lighting The current ordinance does not include any specific requirements for the design of off street parking areas. The `dark sky' concept has been promoted by the engineering department as development plans are reviewed and most developers have used this concept and guidelines offered by the engineering department as common practice. Public Hearing#5 Recommendations: • Establish separate regulations for residential uses and commercial/non-residential uses. • Allow wider driveway widths for residential uses where setbacks limit the amount of offstreet parking area to less than enough distance to allow for double stacking in the driveway. • Base commercial/non-residential driveway width on traffic volume of the driveway. • Increase the amount of parking allowable without required screening for parking areas. • Increase the maximum number of accessory parking spaces allowable for residential uses. • Identify appropriate fighting design standards for off street parking areas and include in the ordinance. • Increase the amount of off street parking spaces allowed prior to requiring screening from four(4)spaces to six(6)spaces. • Remove the front yard restriction for off street parking areas. Attached is Zoning Ordinance 10-11-3 Off Street Parking Regulations and Requirements with recommendations incorporated to text. New text is highlighted and text to remove is m*"sle Also attached is a clean version of the proposed Ordinance. DRAFT 7/14/06 Public Hearing#5 10-11-3: OFF STREET PARKING REGULATIONS AND REQUIREMENTS: A.Use Of Parking Facilities: Off street parking facilities accessory to residential use and development in any residential district in accordance with the requirements of this chapter shall be used solely for the parking of passenger automobiles owned by occupants of the dwelling structures to which such facilities are accessory or by guests of said occupants. Under no circumstances shall required parking facilities accessory to residential structures be used for the storage of commercial vehicles or for the parking of automobiles belonging to the employees, owners,tenants,visitors or customers of business or manufacturing establishments. B.Joint Parking Facilities: Off street parking facilities for different buildings, structures or uses, or for mixed uses, may be provided collectively in any zoning district in which separate parking facilities for each constituent use would be permitted; provided,that the total number of spaces so located together shall not be less than the sum of the separate requirements for each use. (Ord. 1973-56A, 3-28-1974) C.Size: Required minimum off street parking dimensions shall be as shown in this subsection: Angle Of Parking Space Width Of Space Length Of Space Parallel parking 8 feet 20 feet 45° angle parking 9 feet 17 feet 60° angle parking 9 feet 19 feet 90° angle parking 8.5 feet 18.5 feet Notes: 1. Stall length measured to edge of curb. 2. Aisle width minimum design. 3. Length of space is measured perpendicularly from the edge of the aisle to the curb line. 4. Where parallel parking is used the end stalls shall be at least 22 feet long, or appropriate tapers be provided for improved access: a. One-way minimum design- 12 feet aisle width b. Two-way minimum design-24 feet aisle width 5. Barrier free accessibility: All required parking lots,by this code, shall comply with the accessibility requirements of the state of Illinois accessibility code and the ADA. (Ord. 2005-57, 7-12-2005) 1 DRAFT 7/14/06 Public Hearing#s D.Access: Each required off street parking space shall open directly upon an aisle or driveway of such width and design as to provide safe and efficient means of vehicular access to such parking space, unless the parking facilities are serviced by a parking attendant. All off street parking facilities shall be designed with appropriate means of vehicular access to a street or alley in a manner which will least interfere with traffic movements. No dfiv,..ay aer- ss publie p fepe.,. nor,.....w ,,..t shall . eed . width a Yards!twerAy five feet(25'). Jaf&. 1.Residential Driveways The maximum width for a residential driveway, for single family detached units, measured at the street right-of-way line is twenty-five feet(25')when the required setback from the street with driveway access is thirty feet(30') or more. The maximum width for a residential driveway measured at the street is thirty feet(30') when the required setback from the street right-of-way with driveway access is less than thirty feet(30'). k i x YI 1 The maximum width for a residential driveway, for single family attached units, measured at the street right-of-way line is twenty-five feet(25')regardless of setback. Shared parking areas shall be provided within single family attached unit developments providing .5 spaces per unit up to twenty(20)units and.25 spaces per unit beyond twenty(20)units. The maximum width for a residential driveway, for single family detached units, measured at the street right-of-way line is twenty-five feet(25') for units fronting on a cul-de-sac bulb. 2 DRAFT 7/14/06 Public Heating#5 2.Non-Residential Driveways Driveway width shall be adequate to serve the volume of traffic and provide for rapid movement of vehicles off of major thoroughfares. Trios oer Dav 1 to 20 21 or more Trips per Hour or 1 to 5 more than 5 Driveway Width at 12' min. 24'min. Right-of-way 24' max. 36'max. E.Design And Maintenance: 1. Open And Enclosed Parking Spaces: Accessory parking spaces located on the same lot as occupied by the use served may be open to the sky or enclosed in a building. Accessory parking spaces located in a residence district elsewhere than on the same lot occupied by the use served shall be open to the sky except when otherwise allowed as a special use. 2. Aprons: Driveway aprons shall not widen the driveway more than five (5) feet in total width when measured at the curb/street edge. 3. Distance to Existing Street Intersections: Residential driveways shall be a minimum of sixty (60)feet when measured from the driveway edge to the nearest intersecting street right-of-way line. Commercial driveways shall be a minimum of two-hundred(200)feet when measured from driveway edge to the nearest intersecting street right-of-way line. m N Residential use Minimum 60' -O Commercial use Minimum 200' street L Pavement Edge - Rigm44Way 3 DRAFT 7/14/06 Public Hearing#5 4. Driveway Edge/Curb Radius: The maximum radius for a driveway edge/curb for a driveway entrance is 20'. Maximum Radius 20' 41 driveway 5. Surfacing: All open off street parking areas, except parking space accessory to a one-family dwelling, shall be improved with a pavement meeting state of Illinois standard A-3 or equivalent. 6. Screening And Landscaping: All open automobile parking areas containing more than€etf(4)six(6)parking spaces shall be effectively screened on each side adjoining or fronting on any property situated in a residence district or any institutional premises by a wall, fence or densely planted compact hedge not less than five feet(5)nor more than seven feet(T) in height. Such required screening shall conform with the front and side yard setback requirements of the district in which the parking is located. 7. Lighting: Any lighting used to illuminate off street parking areas shall be directed away from residential properties and public highways in such a way as not to create a nuisance. The City of Yorkville promotes the "dark sky"concept. Lighting fixtures should be full cut-off, and the use of wall packs on buildings should be minimized. The average foot-candle intensity should be 2.0—2.5 footcandles. The average to minimum light intensity ratio should be no more than 6:1, and the maximum to minimum light intensity ratio should be no more than 20:1. The ratio of maximum veiling luminance to average pavement luminance should not be more than 0.3:1. The lighting intensity at the property line shall be zero footcandles. 8. Signs: Directional and regulatory signs only are permitted on parking areas. 4 DRAFT 7/14/06 Public Hearing#5 9. Repair and Service: a. No motor vehicle repair work of any kind shall be permitted in conjunction with accessory off-street parking facilities provided in a residence district. b. The sale of gasoline and motor oil in conjunction with accessory off-street parking facilities is not permitted in any residence district. F.Number Of Spaces: 1. Maximum Number Of Spaces: The total number of accessory parking spaces provided for one-family, two-family or multiple-family dwellings shall not exceed that required by this Title for such use or for any equivalent new use by more than fifty percent(50%) or€eur(4) six(6) spaces,whichever number is greater. 2. Determination Of Number Of Spaces: When determination of the number of off- street parking spaces required by this Title results in a requirement of a fractional space, any fraction of one-half(1/2) or less maybe disregarded, while a fraction in excess of one-half(1/2) shall be counted as one parking space. G.Location Of Accessory Off-Street Parking Facilities: The location of off-street parking spaces in relation to the use served shall be as prescribed hereinafter.All distances specified shall be walking distances between such parking spaces and a main entrance to the use served. 1. For Uses In A Residence District: Parking spaces accessory to dwellings shall be located on the same zoning lot as the use served. Spaces accessory to uses other than dwellings may be located on a lot adjacent to, or directly across a street or alley from the lot occupied by the use served,but in no case at a distance in excess of three hundred feet(300')from such use. 2. For Uses In Business And Manufacturing Districts: All required parking spaces shall be within one thousand feet(1,000') of the use served, except for spaces accessory to dwelling units(except those located in a transient hotel)which shall be within three hundred feet(300') of the use served. However,no parking spaces accessory to a use in a business or manufacturing district shall be located in a residence district unless authorized by the Board of Appeals in accordance with Chanter 14 of this Title. (Ord. 1973-56A, 3-28-1974) 5 CLEAN Public Hearing#5 10-11-3: OFF STREET PARKING REGULATIONS AND REQUIREMENTS: A.Use Of Parking Facilities: Off street parking facilities accessory to residential use and development in any residential district in accordance with the requirements of this chapter shall be used solely for the parking of passenger automobiles owned by occupants of the dwelling structures to which such facilities are accessory or by guests of said occupants. Under no circumstances shall required parking facilities accessory to residential structures be used for the storage of commercial vehicles or for the parking of automobiles belonging to the employees, owners, tenants,visitors or customers of business or manufacturing establishments. B.Joint Parking Facilities: Off street parking facilities for different buildings, structures or uses, or for mixed uses,may be provided collectively in any zoning district in which separate parking facilities for each constituent use would be permitted; provided, that the total number of spaces so located together shall not be less than the sum of the separate requirements for each use. (Ord. 1973-56A, 3-28-1974) C.Size: Required minimum off street parking dimensions shall be as shown in this subsection: Angle Of Parking Space Width Of Space Length Of Space Parallel parking 8 feet 20 feet 45° angle parking 9 feet 17 feet 60° angle parking 9 feet 19 feet 90° angle parking 8.5 feet 18.5 feet Notes: 1. Stall length measured to edge of curb. 2.Aisle width minimum design. 3. Length of space is measured perpendicularly from the edge of the aisle to the curb line. 4. Where parallel parking is used the end stalls shall be at least 22 feet long, or appropriate tapers be provided for improved access: a. One-way minimum design- 12 feet aisle width b. Two-way minimum design-24 feet aisle width 5. Barrier free accessibility: All required parking lots,by this code, shall comply with the accessibility requirements of the state of Illinois accessibility code and the ADA. (Ord. 2005-57, 7-12-2005) 1 CLEAN Public Hearing#5 D.Access: Each required off street parking space shall open directly upon an aisle or driveway of such width and design as to provide safe and efficient means of vehicular access to such parking space, unless the parking facilities are serviced by a parking attendant. All off street parking facilities shall be designed with appropriate means of vehicular access to a street or alley in a manner which will least interfere with traffic movements. 1. Residential Driveways The maximum width for a residential driveway, for single family detached units, measured at the street right-of-way line is twenty-five feet(25')when the required setback from the street with driveway access is thirty feet(30') or more. The maximum width for a residential driveway measured at the street is thirty feet(30') when the required setback from the street right-of-way with driveway access is less than thirty feet(30'). s 1 j The maximum width for a residential driveway, for single family attached units, measured at the street right-of-way line is twenty-five feet(25')regardless of setback. Shared parking areas shall be provided within single family attached unit developments providing .5 spaces per unit up to twenty(20)units and.25 spaces per unit beyond twenty(20)units. The maximum width for a residential driveway,for single family detached units, measured at the street right-of-way line is twenty-five feet(25')for units fronting on a cul-de-sac bulb. 2 CLEAN Public Hearing#5 2. Non-Residential Driveways Driveway width shall be adequate to serve the volume of traffic and provide for rapid movement of vehicles off of major thoroughfares. Trios Der Dav 1 to 20 21 or more Trips per Hour or 1 to 5 more than 5 Driveway Width at 12'min. 24'min. Right-of-way 24'max. 36'max. E.Design And Maintenance: 1. Open And Enclosed Parking Spaces: Accessory parking spaces located on the same lot as occupied by the use served may be open to the sky or enclosed in a building. Accessory parking spaces located in a residence district elsewhere than on the same lot occupied by the use served shall be open to the sky except when otherwise allowed as a special use. 2. Aprons: Driveway aprons shall not widen the driveway more than five(5)feet in total width when measured at the curb/street edge. 3. Distance to Existing Street Intersections: Residential driveways shall be a minimum of sixty(60) feet when measured from the driveway edge to the nearest intersecting street right-of-way line. Commercial driveways shall be a minimum of two-hundred(200) feet when measured from driveway edge to the nearest intersecting street right-of-way line. T fU N tr _ ReSidentisl use Minimum 60' Commercial use Minimum 200' street a°'i V) - u, Pavement Edge - RighPOf-Way 3 CLEAN Public Hearing#5 4. Driveway Edge/Curb Radius: The maximum radius for a driveway edge/curb for a driveway entrance is 20'. Maximum Radius 20' driveway m U) 5. Surfacing: All open off street parking areas, except parking space accessory to a one-family dwelling, shall be improved with a pavement meeting state of Illinois standard A-3 or equivalent. 6. Screening And Landscaping: All open automobile parking areas containing more than six (6)parking spaces shall be effectively screened on each side adjoining or fronting on any property situated in a residence district or any institutional premises by a wall, fence or densely planted compact hedge not less than five feet(5')nor more than seven feet(T) in height. Such required screening shall conform with the front and side yard setback requirements of the district in which the parking is located. 7. Lighting: Any lighting used to illuminate off street parking areas shall be directed away from residential properties and public highways in such a way as not to create a nuisance. The City of Yorkville promotes the "dark sky"concept. Lighting fixtures should be full cut-off, and the use of wall packs on buildings should be minimized. The average foot-candle intensity should be 2.0—2.5 footcandles. The average to minimum light intensity ratio should be no more than 6:1, and the maximum to minimum light intensity ratio should be no more than 20:1. The ratio of maximum veiling luminance to average pavement luminance should not be more than 0.3:1. The lighting intensity at the property line shall be zero footcandles. 8. Signs: Directional and regulatory signs only are permitted on parking areas. 4 CLEAN Public Hearing#5 9. Repair and Service: a. No motor vehicle repair work of any kind shall be permitted in conjunction with accessory off-street parking facilities provided in a residence district. b. The sale of gasoline and motor oil in conjunction with accessory off-street parking facilities is not permitted in any residence district. F.Number Of Spaces: 1. Maximum Number Of Spaces: The total number of accessory parking spaces provided for one-family,two-family or multiple-family dwellings shall not exceed that required by this Title for such use or for any equivalent new use by more than fifty percent(50%) or six(6) spaces,whichever number is greater. 2. Determination Of Number Of Spaces: When determination of the number of off- street parking spaces required by this Title results in a requirement of a fractional space, any fraction of one-half(1/2) or less may be disregarded, while a fraction in excess of one-half(1/2) shall be counted as one parking space. G.Location Of Accessory Off-Street Parking Facilities: The location of off-street parking spaces in relation to the use served shall be as prescribed hereinafter.All distances specified shall be walking distances between such parking spaces and a main entrance to the use served. 1. For Uses In A Residence District: Parking spaces accessory to dwellings shall be located on the same zoning lot as the use served. Spaces accessory to uses other than dwellings may be located on a lot adjacent to, or directly across a street or alley from the lot occupied by the use served,but in no case at a distance in excess of three hundred feet(300')from such use. 2. For Uses In Business And Manufacturing Districts: All required parking spaces shall be within one thousand feet(1,000') of the use served, except for spaces accessory to dwelling units (except those located in a transient hotel)which shall be within three hundred feet(300') of the use served.However, no parking spaces accessory to a use in a business or manufacturing district shall be located in a residence district unless authorized by the Board of Appeals in accordance with Chanter 14 of this Title. (Ord. 1973-56A, 3-28-1974) 5 CAI c/py Reviewed By: J� 0� Legal ❑ City Council r Finance ❑ EST. , _ 1836 Engineer ❑ y City Administrator ❑ Agenda Item Tracking Number Consultant ❑ ZBA 2006-58 <CE w Human Resources ❑ PC 2006-59 City Council Agenda Item Summary Memo Title: Kritzberg—Re-Zoning, Variances and Development Agreement City Council / COW/Committee Agenda Date: October 24, 2006 Synopsis: Council Action Previously Taken: Date of Action: Action Taken: Item Number: Type of Vote Required: Council Action Requested: Submitted by: Travis Miller Community Development Name Department Agenda Item Notes: 9Ep --utEo DRAFT-Modifications since 10!17/06 EDC/COW DEVELOPMENT AGREEMENT `Kritzberg' This Development Agreement,hereinafter referred to as"Agreement",is made and entered into this day of 200,by and between,Gary and Susan Kritzberg,hereinafter referred to as"OWNER",and the United City of Yorkville, Illinois,a Municipal Corporation,hereinafter referred to as"CITY". The OWNER and the CITY may hereinafter be referred to as the Parties. WITNESSETH WHEREAS,the OWNER is the Owner of certain real property,hereinafter referred to as the"Property",located in the CITY and legally described as set forth in Exhibit"A"attached hereto and incorporated by references as if more fully set forth;and WHEREAS,the Property is located at 101 E.Center Street in Yorkville and consists of approximately.2938 acres;and WHEREAS,the OWNER seeks a zoning amendment to allow for uses permitted within the B-2 zoning classifications to exist on the property;and WHEREAS,the CITY has determined that the terms and conditions set forth herein will serve a public use and will promote the health,safety,prosperity,security,and general welfare of the inhabitants and taxpayers of the CITY;and WHEREAS,the OWNER,its vendors,grantees,assigns,successors,trustees,and all others holding interest now or in the future,agree and enter into this contract,which shall operate as a covenant running with the land and be binding upon any developer and its representatives,and future owners of the land; NOW,THEREFORE,the CITY and OWNER,in consideration of the mutual covenants and agreements contained herein,do mutually agree as follows: ARTICLE I GENERAL COMPLIANCE WITH ORDINANCES OWNER hereby agrees to comply with all CITY ordinances, and this Agreement shall alter said ordinances only as specifically set forth herein. Where the ordinances of the CITY conflict with the provisions herein,the Agreement shall control. 1 DRAFT-Modifications since 10117/06 EDC/COW ARTICLE II PROPERTY DEVELOPMENT The Development of the Property shall be generally pursuant to the Site Plan attached hereto and incorporated herein as Exhibit`B". ARTICLE III SIGNAGE PROVISIONS The OWNER agrees to the following signage regulation: L No signage on the property may be internally illuminated; 2. No pole signs are permitted on the Property 3. Two(2)wall signs or in the alternative One(I)wall and/or one(1) ground sign may be permitted on the Property; 4. Maximum sign area of any sign on the Property shall be no more than thirty-two(32) square feet for each sign and be pursuant to the Concept Sketch attached hereto and incorporated herein as Exhibit"C" ARTICLE IV EFFECTIVE DATE The Recitals set forth above are deemed to be material covenants and entitlements under this Agreement. The Covenants and Variances granted as to the setback requirements pursuant to this agreement shall be treated as covenants running with the land and the Successors. Heirs.and Assigns. The effective date of this Agreement shall be the date this Agreement is approved and executed by the OWNER and CITY. CITY: OWNER: UNITED CITY OF YORKVILLE, Gary and Susan Kritzberg an Illinois municipal corporation By: By: Title: Mayor 2 DRAFT-Modifications since 10/17/06 EDClCOW Attest: Attest: Title: City Clerk Dated: Dated: 3 FINAL DEVELOPMENT AGREEMENT `Kritzberg' This Development Agreement,hereinafter referred to as "Agreement", is made and entered into this day of 200_,by and between, Gary and Susan Kritzberg, hereinafter referred to as"OWNER", and the United City of Yorkville, Illinois, a Municipal Corporation, hereinafter referred to as"CITY". The OWNER and the CITY may hereinafter be referred to as the Parties. WITNESSETH WHEREAS,the OWNER is the Owner of certain real property,hereinafter referred to as the "Property", located in the CITY and legally described as set forth in Exhibit"A" attached hereto and incorporated by references as if more fully set forth; and WHEREAS, the Property is located at 101 E. Center Street in Yorkville and consists of approximately .2938 acres; and WHEREAS, the OWNER seeks a zoning amendment to allow for uses permitted within the B-2 zoning classifications to exist on the property; and WHEREAS, the CITY has determined that the terms and conditions set forth herein will serve a public use and will promote the health, safety,prosperity, security, and general welfare of the inhabitants and taxpayers of the CITY; and WHEREAS, the OWNER, its vendors, grantees, assigns, successors,trustees, and all others holding interest now or in the future, agree and enter into this contract,which shall operate as a covenant running with the land and be binding upon any developer and its representatives, and future owners of the land; NOW,THEREFORE,the CITY and OWNER, in consideration of the mutual covenants and agreements contained herein, do mutually agree as follows: ARTICLE I GENERAL COMPLIANCE WITH ORDINANCES OWNER hereby agrees to comply with all CITY ordinances, and this Agreement shall alter said ordinances only as specifically set forth herein. Where the ordinances of the CITY conflict with the provisions herein,the Agreement shall control. 1 FINAL ARTICLE II PROPERTY DEVELOPMENT The Development of the Property shall be generally pursuant to the Site Plan attached hereto and incorporated herein as Exhibit`B". ARTICLE III SIGNAGE PROVISIONS The OWNER agrees to the following signage regulation: 1. No signage on the property may be internally illuminated; 2. No pole signs are permitted on the Property 3. Two (2)wall signs or in the alternative One(1)wall and/or one (1) ground sign may be permitted on the Property; 4. Maximum sign area of any sign on the Property shall be no more than thirty-two (32) square feet for each sign and be pursuant to the Concept Sketch attached hereto and incorporated herein as Exhibit"C" 2 FINAL ARTICLE IV EFFECTIVE DATE The Recitals set forth above are deemed to be material covenants and entitlements under this Agreement. The Covenants and Variances granted as to the setback requirements pursuant to this agreement shall be treated as covenants running with the land and the Successors, Heirs, and Assigns. The effective date of this Agreement shall be the date this Agreement is approved and executed by the OWNER and CITY. CITY: OWNER: UNITED CITY OF YORKVILLE, Gary and Susan Kritzberg an Illinois municipal corporation By: By: Title: Mayor Attest: Attest: Title: City Clerk Dated: Dated: 3 FINAL Exhibit "A" Legal Description of Property at 101 East Center Street, Yorkville, IL: LOT 5 IN BLOCK 13 OF THE ORIGINAL VILLAGE OF BRISTOL, IN THE UNITED CITY OF THE VILLAGE OF YORKVILLE, KENDALL COUNTY, ILLINOIS BLOCK IJ OF THE ORIGINAL NLLAGE OF BRISTOL, IN KENDALL COUNTY, ILLINOIS e x ati`'e aaa x x ati j\ 60ti FINAL �j dx'51/N6 Pz,✓C7 4 13lKe h� Wood Foxe S P$1i O.J South `, UNlty I Iron .�, Pde1a F `r� \l•,J z� Stake 6�'° 61'e • C _: �., iN`y 5 10.0, -. pryp01 ptia°' " ,°tib.,,l/1 " • " �.kmou J-ence - E • - - •d as SWth j 0.! Boat PROP0Z aI " SLkt SPP,ee h MASY X61 •'..r,..'A;;;,,' .�k..-.. T LJASA. 14,owiAeav $Lat k LJAuke 41 r o «�1 . Ca) �nrRay PROPOSED O ' / r PARKING - �, AREA a 4 ( 1 °j�+' r �' — /-1 u-fuJwti'�iLA2r• IYIAPLE ..JAYRAN Nra< S.JLAC Z f / N: .' 71,J - • i ( 3) LILQl6P LA ILrJINt/JZOSJL) Y 1 .;�-: � 61 1 '�„ � 1� J , y.S.• _ IIND E'u ISllvcu ) 011 \\\\ 10� UMIPy a ! / •Me(e• 7wa Cory IiJ1,S / - \\'Frome Res/dence\ 4, Doubly F�Yt. \\. F� � x \\ p7. po' ' .- ` NevJ.,Loe% 319n .� _ `701\p \. \\ AJppwA./ Ypp UCG 4�• 4 / . �0��< f .•, � — (a�JShn gl SeJ•�ne<IJQ r. /0% ., Wood Pmc O /J�JDQNNL,. Y @vereL @ae,J (, o Measured=79,99 a Record580.00 Iron toke 9ti°eh a IlIl a1 " pry0 ' Calfrrtr SlQewdk . '. a. bry°��6 u� 0q aye " B-@OY ati b': Storm Cots Rodn 6tip Ferri Sig: ® p1' v�6,Lp. toy (5)6.13 NJdronP 37pnUaLbor pp� My (5)�6TE.5 (V' RCRJ pi hh }] � FINAL ~ 0 �-n STATE OF ILLINOIS ) ss COUNTY OF KENDALL ) ORDINANCE NO. 2006- AN ORDINANCE AUTHORIZING THE EXECUTION OF A DEVELOPMENT AGREEMENT FOR 101 E. CENTER STREET WHEREAS, it is prudent and in the best interest of the UNITED CITY OF YORKVILLE, Kendall County, Illinois, that a certain Development Agreement (Attached hereto and made a part hereof as "Exhibit"A") and WHEREAS, said Development Agreement has been reviewed and has been considered by the City Council; and WHEREAS, the legal owners of record of the territory which is the subject of said Development Agreement are ready, willing and able to enter into said Development Agreement and to perform the obligations as required hereunder; and WHEREAS, the procedures for the execution of said Development Agreement have been fully complied with; and WHEREAS, the property described therein shall become subject to the provisions contained the said rezoned. Page 1 of 3 NOW THEREFORE, BE IT ORDAINED BY THE MAYOR AND THE CITY COUNCIL OF THE UNITED CITY OF YORKVILE, KENDALL COUNTY, ILLINOIS, AS FOLLOWS; Section 1: The Mayor and the City Clerk are herewith authorized and directed to execute, on behalf of the City, a Development Agreement, a copy of which Development Agreement is attached hereto and made a part hereof as Exhibit"A" and the property at 101 E Center Street described therein shall be developed according to that Agreement. Section 2: The preambles are incorporated by reference in to the approvals in this Ordinance. This ordinance shall be in full force and effect from and after its passage and approval as provided by law. JAMES BOCK JOSEPH BESCO VALERIE BURD PAUL JAMES JASON LESLIE MARTY MUNNS ROSE SPEARS DEAN WOLFER Approved by me, as Mayor of the United City of Yorkville, Kendall County, Illinois, this Day of A.D. 2006. MAYOR Page 2 of 3 Passed by the City Council of the United City of Yorkville,Kendall County, Illinois this day of . A.D. 2006. ATTEST: CITY CLERK Prepared by: John Justin Wyeth City Attorney United City of Yorkville 800 Game Farm Road Yorkville, IL 60560 Page 3 of 3 STATE OF ILLINOIS ) ss COUNTY OFKENDALL ) ORDINANCE NO. 2006- AN ORDINANCE REZONING CERTAIN PROPERTY Kritzberg— 101 E. Center Street WHEREAS, Gary and Susan Kritzberg (Owners) are the legal owner of record of property described on Exhibit"A" attached hereto and incorporated herein(the Property), and WHEREAS, the Owners of the Property have made application by petition for the rezoning of the Property, and WHEREAS, the Yorkville Plan Commission has recommended the rezoning of the property as B-2— General Business District. NOW, THEREFORE BE IT ORDAINED BY THE MAYOR AND THE CITY COUNCIL OF THE UNITED CITY OF YORKVILLE, KENDALL COUNTY, ILLINOIS UPON MOTION DULY MADE, SECONDED AND APPROVED BY THE MAJORITY OF THOSE MEMBERS OF THE CITY COUNCIL VOTING, THAT: 1. The City Council approves the recommendation of the Plan Commission and hereby rezones the property as B-2 General Business District as described in attached Exhibit "B". 2. This Ordinance shall be in full force and effect from and after its passage and approval as provided by law. JAMES BOCK JOSEPH BESCO VALERIE BURD PAUL JAMES DEAN WOLFER MARTY MUNNS ROSE SPEARS JASON LESLIE Approved by me, as Mayor of the United City of Yorkville, Kendall County, Illinois, this Day of A.D. 2006. MAYOR Passed by the City Council of the United City of Yorkville, Kendall County, Illinois this day of A.D. 2006. ATTEST: CITY CLERK Prepared by: John Justin Wyeth City Attorney United City of Yorkville 800 Game Farm Road Yorkville, IL 60560 Exhibit "A" Legal Description of Property at 101 East Center Street, Yorkville, IL: LOT 5 IN BLOCK 13 OF THE ORIGINAL VILLAGE OF BRISTOL, IN THE UNITED CITY OF THE VILLAGE OF YORKVILL,E, KENDALL COUNTY, ILLINOIS co'2rt- STATE OF ILLINOIS ) ) ss COUNTY OF KENDALL ) ORDINANCE No. 2006- ORDINANCE APPROVING VARIANCE FOR SETBACKS FOR COMMERCIAL PROPERTY LOCATED AT 101 EAST CENTER STREET WHEREAS, Gary and Susan Kritzberg ("Petitioners") filed ZBA Petition 2006-58 requesting a variance for side yard, and side yard adjoining right of way setbacks for the property at 101 E. Center Street, which is more specifically described in the attached Exhibit"A" (Legal Description); and WHEREAS, the Petitioners indicate that they plan to substantially improve the real property to enhance the value of the property and improve the aesthetics of the neighborhood; and WHEREAS, the Zoning Board of Appeals of the United City of Yorkville held a public hearing with regard to said Petition, and WHEREAS, the Zoning Board of Appeals took public comment on the issues before it and made specific findings of fact related to the granting of the variances sought, and WHEREAS, the Zoning Board of Appeals recommended the approval of said requested variance to Sections 10-7C-4b and 10-7C-4d concerning setbacks to the City Council; and WHEREAS, the Mayor and City Council of the UNITED CITY OF YORKVILLE have reviewed the findings of fact made by the Zoning Board of Appeals, considering the public comment presented at the public hearing and have determined that the requested variance is appropriate under the circumstances presented by the Petitioners; NOW THEREFORE BE IT ORDAINED BY THE MAYOR AND CITY COUNCIL OF THE UNITED CITY OF YORKVILLE,upon Motion duly made, seconded and approved by a majority of those so voting,the following Variances are hereby granted from the United City of Yorkville Code,Title 10 --Zoning for the real property more fully described in Exhibit"A": 1. Section 10-7C-4b of the United City of Yorkville Zoning Code is hereby varied to permit the side yard set back adjoining a right of way to be reduced from 30' to be 21' 9"(twenty-one feet, nine inches). 2. Section 10-7C-4d of the United City of Yorkville Zoning Code is hereby varied to permit a transitional side yard set back to be reduced from 30' to be 22' 9" (twenty-two feet, nine inches). The variance granted herein is contingent upon compliance with the Development agreement previously entered into with the City concerning construction upon the property pursuant to the design,plan and specifications presented to the Zoning Board of Appeals and the City Council. No other variance from the City Code for design,plan or specifications for said structure is permitted by this Ordinance. IN WITNESS WHEREOF, this Ordinance has been enacted this day of . 2006 by the City Council of the United City of Yorkville. JAMES BOCK JOSEPH BESCO VALERIE BURD PAUL JAMES DEAN WOLFER MARTY MUNNS ROSE SPEARS JASON LESLIE Approved by me, as Mayor of the United City of Yorkville, Kendall County, Illinois, this day of .A.D. 2006. MAYOR Passed by the City Council of the United City of Yorkville, Kendall County, Illinois this day of .A.D. 2006. ATTEST: CITY CLERK Prepared by: John Justin Wyeth City Attorney United City of Yorkville 800 Game Farm Road Yorkville, IL 60560 (2q -43 STATE OF ILLINOIS ) )ss COUNTY OF KENDALL ) RESOLUTION NO. 2006- RESOLUTION APPROVING THE FINAL PLAT OF SUBDIVISION FOR Bristol Bay Unit 11 WHEREAS,the City Council of the United City of Yorkville has considered a Petition to approve the Final Plat of Subdivision for the Bristol Bay Subdivision, Unit 11; and WHEREAS, the City Council of the United City of Yorkville has received a positive recommendation from the Plan Commission of the United City of Yorkville recommending approval of said Final Plat of Subdivision; and NOW THEREFORE, upon Motion duly made, seconded and approved by the majority of those members of the City Council voting,the following action is hereby taken by the City Council of the United City of Yorkville: The Final Plat of Subdivision for the Bristol Bay Subdivision,Unit 11 is approved as presented and all appropriate City officials are hereby authorized to execute same subject to staff review and conditioned on adjustments consistent with the staff review. JAMES BOCK JOSEPH BESCO VALERIE BURD PAUL JAMES DEAN WOLFER MARTY MUNNS ROSE SPEARS JASON LESLIE Approved by me, as Mayor of the United City of Yorkville,Kendall County, Illinois,this day of .A.D. 2006. MAYOR Passed by the City Council of the United City of Yorkville, Kendall County, Illinois this day of .A.D. 2006. ATTEST: CITY CLERK Prepared by: John Justin Wyeth City Attorney United City of Yorkville 800 Game Farm Road Yorkville, IL 60560 0-A �l STATE OF ILLINOIS ) )ss COUNTY OF KENDALL ) RESOLUTION NO. 2006- RESOLUTION APPROVING THE FINAL PLAT OF SUBDIVISION FOR Bristol Bay Unit 12 WHEREAS,the City Council of the United City of Yorkville has considered a Petition to approve the Final Plat of Subdivision for the Bristol Bay Subdivision,Unit 12; and WHEREAS,the City Council of the United City of Yorkville has received a positive recommendation from the Plan Commission of the United City of Yorkville recommending approval of said Final Plat of Subdivision; and NOW THEREFORE,upon Motion duly made, seconded and approved by the majority of those members of the City Council voting,the following action is hereby taken by the City Council of the United City of Yorkville: The Final Plat of Subdivision for the Bristol Bay Subdivision,Unit 12 is approved as presented and all appropriate City officials are hereby authorized to execute same subject to staff review and conditioned on adjustments consistent with the staff review. JAMES BOCK JOSEPH BESCO VALERIE BURD PAUL JAMES DEAN WOLFER MARTY MUNNS ROSE SPEARS JASON LESLIE Approved by me, as Mayor of the United City of Yorkville,Kendall County, Illinois, this day of A.D. 2006. MAYOR Passed by the City Council of the United City of Yorkville, Kendall County, Illinois this day of A.D. 2006. ATTEST: CITY CLERK Prepared by: John Justin Wyeth City Attorney United City of Yorkville 800 Game Farm Road Yorkville, IL 60560 STATE OF ILLINOIS ) )ss COUNTY OF KENDALL ) RESOLUTION NO. 2006- RESOLUTION APPROVING THE FINAL PLAT OF SUBDIVISION FOR Bristol Bay Unit 13 WHEREAS,the City Council of the United City of Yorkville has considered a Petition to approve the Final Plat of Subdivision for the Bristol Bay Subdivision, Unit 13; and WHEREAS,the City Council of the United City of Yorkville has received a positive recommendation from the Plan Commission of the United City of Yorkville recommending approval of said Final Plat of Subdivision; and NOW THEREFORE,upon Motion duly made, seconded and approved by the majority of those members of the City Council voting, the following action is hereby taken by the City Council of the United City of Yorkville: The Final Plat of Subdivision for the Bristol Bay Subdivision,Unit 13 is approved as presented and all appropriate City officials are hereby authorized to execute same subject to staff review and conditioned on adjustments consistent with the staff review. JAMES BOCK JOSEPH BESCO VALERIE BURD PAUL JAMES DEAN WOLFER MARTY MUNNS ROSE SPEARS JASON LESLIE Approved by me, as Mayor of the United City of Yorkville, Kendall County, Illinois,this day of . A.D. 2006. MAYOR Passed by the City Council of the United City of Yorkville, Kendall County, Illinois this day of A.D. 2006. ATTEST: CITY CLERK Prepared by: John Justin Wyeth City Attorney United City of Yorkville 800 Game Farm Road Yorkville, IL 60560 STATE OF ILLINOIS ) )ss COUNTY OF KENDALL ) RESOLUTION NO. 2006- RESOLUTION APPROVING THE PRELIMINARY/FINAL PLAT OF Re-SUBDIVISION FOR X-PAC Re-Subdivision WHEREAS, the City Council of the United City of Yorkville has considered a Petition to approve the Preliminary/Final Plat of Re-Subdivision for the X-PAC Subdivision; and WHEREAS, the City Council of the United City of Yorkville has received a positive recommendation from the Plan Commission of the United City of Yorkville recommending approval of said Preliminary/Final Plat of Re-Subdivision; and WHEREAS, said Preliminary/Final Plat of Re-Subdivision hereby vacates the public utility and drainage easement between Lots 2 and 3 of X-PAC Subdivision,per subdivision recorded January 12, 2006 as document number 0601353 as delineated on X- PAC Re-Subdivision; WHEREAS, the United City of Yorkville has been advised that the Owner/Developer has secured releases of said public utility and drainage easements, and that no utilities exist within the easements, and NOW THEREFORE,upon Motion duly made, seconded and approved by the majority of those members of the City Council voting, the following action is hereby taken by the City Council of the United City of Yorkville: 1. The Preliminary/Final Plat of Subdivision for the X-PAC Re-Subdivision is approved and all appropriate City officials are hereby authorized to execute same. JAMES BOCK JOSEPH BESCO VALERIE BURD PAUL JAMES DEAN WOLFER MARTY MUNNS ROSE SPEARS JASON LESLIE Approved by me, as Mayor of the United City of Yorkville, Kendall County, Illinois, this day of A.D. 2006. MAYOR Passed by the City Council of the United City of Yorkville, Kendall County, Illinois this day of .A.D. 2006. ATTEST: CITY CLERK Prepared by: John Justin Wyeth City Attorney United City of Yorkville 800 Game Farm Road Yorkville, IL 60560 STATE OF ILLINOIS ) )ss COUNTY OF KENDALL ) RESOLUTION NO. 2006- RESOLUTION APPROVING THE FINAL PLAT OF SUBDIVISION FOR Aspen Ridge Subdivision WHEREAS, the City Council of the United City of Yorkville has considered a Petition to approve the Final Plat of Subdivision for the Aspen Ridge Subdivision; and WHEREAS, the City Council of the United City of Yorkville has received a positive recommendation from the Plan Commission of the United City of Yorkville recommending approval of said Final Plat of Subdivision; and NOW THEREFORE, upon Motion duly made, seconded and approved by the majority of those members of the City Council voting, the following action is hereby taken by the City Council of the United City of Yorkville: The Final Plat of Subdivision for the Aspen Ridge Subdivision is approved as presented and all appropriate City officials are hereby authorized to execute same subject to staff review and conditioned on adjustments consistent with the staff review. JAMES BOCK JOSEPH BESCO VALERIE BURD PAUL JAMES DEAN WOLFER MARTY MUNNS ROSE SPEARS JASON LESLIE Approved by me, as Mayor of the United City of Yorkville, Kendall County, Illinois, this day of . A.D. 2006. MAYOR Passed by the City Council of the United City of Yorkville,Kendall County, Illinois this day of . A.D. 2006. ATTEST: CITY CLERK Prepared by: John Justin Wyeth City Attorney United City of Yorkville 800 Game Farm Road Yorkville,IL 60560 CIP Reviewed By: J� w On Le al F1 City Council e g 183 EST. , � 6 Finance ❑ Engineer A enda Item Tracking Number < N City Administrator ❑ _ O �� W e�CLtl •- � O 9 �°� O Public Works N <E Human Resources F-1 City Council Agenda Item Summary Memo Title: Ordinance Amending City Code 7-5-15-J Water Conservation Regulations City Council/COW/Committee Agenda Date: October 24, 2006 Synopsis: This modification clarifies the intent of the permanent watering system regulations for non-residential irrigation systems. Council Action Previously Taken: Date of Action: Action Taken: Item Number: Type of Vote Required: Council Action Requested: Submitted by: Travis Miller Community Development Name Department Agenda Item Notes: The proposed revisions have been reviewed by Public Works and Engineering Departments STATE OF ILLINOIS ) ) ss COUNTY OF KENDALL ) ORDINANCE No. 2006- ORDINANCE AMENDING CITY CODE TITLE 7—PUBLIC WAYS AND PROPERTIES, CHAPTER 5—WATER USE AND SERVICE, SECTION 15—WATER CONSERVATION REGULATIONS Whereas the United City of Yorkville has taken up, discussed and considered amending the City Code(Title and Chapter as referenced above)regarding dissemination of information, and Whereas the Mayor and City Council have discussed that it may be prudent to amend Title 7—Public Ways and Properties, Chapter 5 —Water Use and Service, Section 15—Water Conservation Regulations,by amending Item J as depicted on the attached Exhibit"A". NOW THEREFORE BE IT ORDAINED BY THE CITY COUNCIL OF THE UNITED CITY OF YORKVILLE,upon Motion duly made, seconded and approved by a majority of those so voting, that Title 7—Public Ways and Properties, Chapter 5—Water Use and Service, Section 15—Water Conservation Regulations, by amending Item J as depicted on the attached Exhibit"A". This Ordinance shall be effective upon its passage. JAMES BOCK JOSEPH BESCO VALERIE BURD PAUL JAMES DEAN WOLFER MARTY MUNNS ROSE SPEARS JASON LESLIE Approved by me, as Mayor of the United City of Yorkville,Kendall County, Illinois, this day of A.D. 2006. MAYOR Passed by the City Council of the United City of Yorkville, Kendall County, Illinois this day of A.D. 2006. ATTEST: CITY CLERK Prepared by: John Justin Wyeth City Attorney United City of Yorkville 800 Game Farm Road Yorkville,IL 60560 EXHIBIT A TITLE 7—PUBLIC WAYS AND PROPERTY Chapter 5—Water Use and Service Section 15—Water Conservation Regulations J. Restriction On Permanent Landscape Watering Systems Of Nonresidential Properties: 1. This subsection J shall apply only to nonresidential properties, and common and/or open space areas of residential developments. 2. For this subsection J, a "permanent landscape watering system" shall be defined as any system of pipes, sprinkler heads or similar devices installed underground to be used to provide landscape watering. 3.Landscape watering upon nonresidential properties shall be limited as follows: a. For properties with one building, a total area within the property not to exceed one(1) acre may be watered by a permanent landscape watering system using the City's potable water. This area shall be measured by the amount of non-impervious surface on the property including all landscaped areas, lawn areas and greenspace regardless of the size of the area initially planned to be irrigated. b. For properties with more than one building, a total area within the property not to exceed three(3) acres may be watered by a permanent landscape watering system using the City's potable water. This area shall be measured by the amount of non-impervious surface on the property including all landscaped areas, lawn areas and greenspace regardless of the size of the area initially planned to be irrigated. c. For the common space and/or open space of a primarily residential development, no permanent landscape watering system shall be allowed using the City's potable water. d. All permanent landscape watering systems permitted to use the City's potable water shall be metered the same as domestic water service. No special meters will be permitted. 4. The total area to be watered shall be measured as the area within reach of any permanent device used to water landscape including,but not limited to, sprinkler heads,hoses,trenches or similar devices to water landscape. (Ord. 2005-47, 5-24- 2005) MINUTES OF THE REGULAR MEETING OF THE CITY COUNCIL OF THE UNITED CITY OF YORKVILLE KENDALL COUNTY ILL HELD IN THE CITY COUNCH.CHAMBERS TUESDAY FARM 6. DRAFT Mayor Prochaska called the meeting to order at 7:03 P.M and led the Council in the Pledge of Allegiance. ROLLCALL Clerk Milschewski called the roll. Ward James Present Leslie Absent Ward II Burd Present Wolfer Present Ward III Bock Present Munns Present Ward IV Besco. Present Spears Present Also present: City Clerk Milschewski,City Attorney Wyeth,Interim City Administrator Crois, Assistant City Administrator Olson,Police Chief Martin,Director of Public Works Dhuse, Finance Director Mika,Community Development Director Miller,Director of Park&Recreation Mogle,and Public Relations Manager Spies. QUORUM A quorum was established. INTRODUCTION OF GUESTS Mayor Prochaska asked the staff and guests to introduce themselves. He welcomed the guests and asked them to enter their names on the attendance sheet provided. AMENDMENTS TO THE AGENDA Alderman Spears asked that Item#22—Ordinance Approving BP Amoco Sign Variance be removed from the Consent Agenda and placed under the Mayor's Report. Mayor Prochaska asked that Item#14 be removed from the Consent Agenda and placed under the Public Works Committee Report COMNHTTEE MEETING DATES Public Works Committee Committee of the Whole 7:00 P.M.,Tuesday,September 19,2006 City of Yorkville Conference Room Economic Development Committee Committee of the Whole 7:00 P.M.,Tuesday,September 19,2006 City of Yorkville Conference Room Administration Committee Committee of the Whole 7:00 P.M.,Tuesday,September 5,2006 - City of Yorkville Conference Room Public Safety Committee Committee of the Whole 7:00 P.M.,Tuesday,September 5,2006 City of Yorkville Conference Room Ad Hoc Technology Committee To Be Announced PRESENTATIONS None. PUBLIC ETARINGS Betty O'Keefe Family Limited Partnership (PC 2006-37) Mayor Prochaska entertained a motion to go into public hearing for the purpose of discussing the Betty O'Keefe Family Limited Partnership,petitioner,who have filed an application with the United City of Yorkville,Kendall County,Illinois requesting annexation to the United City of Yorkville and rezoning from Kendall County A-I Agricultural District to United City of The Minutes of the Regular Meeting of the City Council—Aueust 22,2006—Page 3 Yorkville B-3 Service Business District and for hearing as to the Annexation Agreement of Petitioner. The real property consists of approximately 140.9 acres at the east side of Route 47 between Galena Road and Comeils Road,Yorkville,Kendall County,.Illinois. So moved by Alderman Morris;seconded by Alderman Wolfer. Motion approved by a roll call vote. Ayes-7 Nays-0 Besco-aye,Wolfer-aye,James-aye,Mums-aye,Burd-aye,Spears-aye,Bock-aye Attorney Vince Rosanova representing the Betty O'Keefe Family Limited Partnership addressed the City Council. He indicated that the Landmark Group,LLC would be developing the northern 72 acres while Property Concepts Inc.was developing the southern 20 acres. He reiterated the location and current zoning of the property as stated in the motion. He pointed out the following highlights of the Annexation Agreement: • Upon annexation,the property in its entirety will be zoned B-3 Service Business District • Prior to the build out of the property,there will be interim uses such as trout farming, stock-piling of dirt,temporary detention,etc. • It is anticipated that the water for this property will be provided by from the Raymond Stormwater Management and Storm Sewer Outfall. • The developers have agreed to participate and pay per acre for the stormwater storage. • Contingencies have been provided if the stormwater facility is not ready;the developer of lots 2 and 3 is anticipated to open a facility on these lots. • They are requesting the placement of a 10'by 10'sign indicating the commercial uses on the property. • There will be adequate parking upon the grand opening of the water park that will be on lots 2 and 3;overflow parking is also being provided for. • The developers have provided for the construction of a 10'bike trail along Galena Road. • An east/west street will be constructed through the property. • There will be a 5%admission tax which will be paid to the City and the City will rebate 55%of any funds collected as a result of the tax. • They will dedicate land for the widening and improvements to Route 47 as well as provide for signalization of Route 47. • To offset the Route 47 costs,the City will enter into-a sales tax rebate assessment agreement. If the state agrees to participate in a sales tax rebate,the City and developers agreement will be reduced and/or diminished. The floor was opened for public comment Park Board member Van Truman,907 State Street,thanked the Landmark Group for their selection of Yorkville for the water park. He stated that he has heard concerns regarding the water usage and traffic generated from the water park but he felt that these concerns would be mitigated due to the location,planned use of the property and operating hours of the water park. Mr.Truman referenced a survey that was done of Yorkville residents which identified that this type of facility is highly desirable in the community by Yorkville residents. He stated that he supported the development of the water park in this location. Deven Truman,907 State Street,stated that he supported the water park and he was happy to see it coming to Yorkville. He stated that he and his friends can hardly wait for the parks opening. There were no further public comments. The floor was opened for comments from the City Council. Alderman Munns asked for clarification of the rebated amount and Mr.Rosanova indicated that it was 55%. Mayor Prochaska stated that he would like to keep the rebate in line with that give to the Rams property to the south and has asked staff to look into the rebate amount so that rebates are kept similar. He expressed his pleasure that developers and landowners are willing to work with the City in order to get Route 47 widened in this area. Mr.Rosanova indicated that there were upcoming meetings with the staff and as they appreciated the City's participation in the Route 47 improvements they would be willing to work on this. Alderman Spears questioned the following items in the Annexation Agreement: o Page 7;item D-why an original paragraph regarding temporary intersection improvements was deleted. She felt that the replacement paragraph was not very specific. Mayor Prochaska explained that everyone is trying to work with the State of Illinois on the Route 47 improvements and no one wants the state to require money be spent on temporary things. The idea is to have all five lanes permanently constructed right from the start Mr.Rosanova stated that they tried to specify the exact improvements that would need to be in place in order to open the water park in the The Minutes of the Reoular Meeting of the City Council—Aueust 22.2006—Page 3 original draft. Staff reviewed the language and was more comfortable with language based upon Illinois Department of Transportation approval. • Page 9,the third item that was deleted regarding the City acknowledging that 50%of the cost of the intersection would be the responsibility of the developer. Mr.Rosanova explained that the original draft indicated that the stub street would connect to the Ocean Atlantic property and they would reimburse the cost of the intersection improvement by 50%. However,Ocean Atlantic has revised their plan and now the road will not connect. • Page 14,second paragraph—refers to ten years total net collected revenues however page 17 refers to twenty years. Mr.Rosanova explained that the items are referring to two different provisions. Page 14 refers to the 5%admission tax imposed on lots 2 and 3 and page 17 refers to a sales tax rebate needed to offset the Route 47 improvements. • Page 18;item D,first paragraph,regarding the computation of sales tax rebate on lots 2 and 3 versus lot 4. Mr.Rosanova explained that the O'Keefe's will be experiencing the initial expenditures. If they sell or transfer the property,they want the option to reduce the sales price,continue to collect the sales tax rebate or sell at a higher price and transfer the rebate. Either option will not increase the obligation of the City. • Page 18;item E,paragraph three regarding the release of the state slime of the State Retailer's Occupation Tax. She asked how the City will benefit without the sales tax. Mr.Rosanova explained that they are asking the City to work with the State to get them to relinquish their portion of the tax and pay it to the City. If the State agrees to this,the City will in turn pay the developer the collected tax to offset the expenses incurred do to the Route 47 improvements. If this is accomplished,the developer will agree to reduce the terms of the sales tax rebate. If the State does not agree to the rebate,the sales tax rebate will remain at the amount negotiated between the City,developers and the owners. • Page 18,sixth sentence from the bottom,regarding expenditures incurred in the dedication of land,etc. Alderman Spears asked if this included legal expenses and Mr. Rosanova stated that it did not. Alderman Spears indicated that she did have additional questions on the rebate process however she could direct them to City Attorney Wyeth at a later time. There were no other comments from the City Council. '-. - Mayor Prochaska entertained a motion to close the public hearing. So moved by Alderman Beam;seconded by Alderman Wolfer. -" - - Motion approved by atoll call vote. Ayes-7 Nays-0 Wolfer-aye,James-aye,Mums-aye,Burd-aye,Spears-aye,Bock-aye,Besco-aye CITIZEN COMMENTS Joe Gilbert,3561 Cannonball Trail,addressed the City Council. He stated that the overall concept of Kendall Marketplace is in direct conflict with the plan for the area which only shows commercial along the frontage of Route 34. The remaining area is residential. He stated that for most local homeowners,their home represents a significant amount of their lifetime earnings and he noted that he recently invested a large sum of money to keep his three acres a;a viable horse farm. He stated that residents depended on the validity of the plan to protect their investment in thew property. He noted that in a recent letter to the local paper,those opposed to Kendall Marketplace were reflected as being opposed to commercial development in Yorkville however he believed that most support economic development in Yorkville. What they are opposed to is the fact that this development has a significant negative impact on a large number of local residents. He felt that commercial development does not belong in the proposed area. He also noted that the developers painted a picture of Yorkville losing tax dollars however the businesses in the plan will probably come to Yorkville without this development because they want to be in Yorkville. He stated that he felt that the Menard's and Countryside Center areas are where commercial development belongs. He went on to state that at the original presentation of the plan,the developer indicated that the focal point of the development would be at Route 34 and Beecher Road however the current plan indicates no significant retail on Beecher Road. He noted that there is no preexisting development along the new Beecher Road extension while there is along Cannonball Trail. He cited other concerns such as the addition of an entrance/exit to Cannonball Trail;water retention,water runoff to Blackberry Creek,no transitional development, etc. He stated that the plan is a very poor proposal and a slap in the face of homeowners who have been in the community for many years. He asked the City Council not to support the proposal as presented because the development does not belong at this location especially in its current orientation. Tim Popplewell,President of the Kylyn's Ridge Homeowner's Association(HOA),addressed the City Council. He stated that a large majority of the homeowner's in his area realize that this is The Minutes of the Regular Mestine of the City Council—August 12,2006—Page 4 the single largest retail development to come to Yorkville and will help Yorkville's tax base. However,they do not agree with using High Ridge Road as an access point to the development at the expense of the safety of the resident's of Kylyn's Ridge. He stated that he spoke with a few of the City Council members and proposed some suggestions how this could be accommodated. He stated that he has reviewed the traffic study which included the Kimball Hill development, Blackberry Woods,the proposed Rush-Copley Medical Center,Cannonball Trail and Route 34. He noted that it did not include Kylyn's Ridge or Kylyn's Crossing which contain approximately 250 additional homes. He stated that he did research on the internet and saw there were no retail developments which had direct access to a residential area. He requested,on behalf of the HOA, that the retail plan not have access to High Ridge due to safety concerns. He suggested access be at the park location and there be a connection to Beecher Road at Northland and White Plains. He asked the City Council to vote wisely. CONSENT AGENDA 1. Building Permit Report for June 2006(EDC 2006-17) _ 2. Building Permit Report for July 2006(EDC 2006-20) 3. Ordinance 2006-84—Rezoning Landscape Depot-authorize the Mayor and City Clerk to execute (EDC 2006-21) 4. West Kendall Property Conveyance--authorize the Mayor and City Clerk to execute the deed(EDC 2006-24) 5. Resolution 2006-65—IDOT Highway Permit and Resolution—Saravanos Route 47 Improvements-authorize the Mayor and City Clerk to execute(PW 2006-129) 6. Rob Roy Creek Interceptor(Contract 4)-Change Order#1-authorize increase in an amount not to exceed$21,871.63 and authorize Mayor to execute(PW 2006-130) 7. Shops at Veteran's Parkway-Plat of Easement-authorize the Mayor and City Clerk to execute(PW 2006-131) 8. Fox Hill(Unit 6,Lot 2)—Plat of Easement-authorize the Mayor and City Clerk to execute(PW 2006-133) 9. 2006 Asphalt Surface Treatment Program Bid Results—award to CAM,LLC in an amount not to exceed$47,328.08(PW 2006-134) 10. Menard's Commercial Commons,Lot 9(Culver's)-Plat of Easement-authorize Mayor and City Clerk to execute(PW 2006-135) 11. Raintree Village Unit 4-Letter of Credit#FGAC-05372-authorize City Clerk to call Letter of Credit itnot renewed by October 25,2006(PW 2006-136) 12. Grande Reserve Unit 12-Letter of Credit#5585960-authorize City Clerk to call Letter of Credit if not renewed by November 6,2006(PW 2006-137) 13. Grande Reserve Unit 13-Letter of Credit#S585959-authorize City Clerk to call Letter of Credit if not renewed by November 6,2006(PW 2006-138) 14. Grande Reserve Regional Park—Earthwork Acceptance and Letter of Credit Reduction #2—subject to verification that developer has no outstanding debt owed to the City(PW 2006-140) 15. Wells No 3 and 4 Treatment Facility-Change Order#3-authorize increase in an amount not to exceed$900.00 and authorize Mayor to execute(PW 2006-141) 16. Prairie Meadows Subdivision—Bond reduction#1—subject to verification that developer has no outstanding debt owed to the City(PW 2006-142) 17. 2005 In-Town Drainage Program-Change Order#13-authorize decrease in an amount not to exceed$143,500.00 and authorize Mayor to execute(PW 2006-143) 18. Prestwick of Yorkville(Phase 1)—Revised Construction Guarantee Amount—subject to staff approval of landscape cost(PW 2006-144) 19. Cannonball Estates Units 1 and 2—Final Acceptance of Watermain,Sanitary Sewer, Roadway and Miscellaneous Improvements--subject to verification that developer has no outstanding debt owed to the City(PW 2006-145) 20. Raintree Village Park A—Construction Bid Approval—award to J.E.M.Morris Construction in an amount not to exceed$45,840.00(PKBD 2006-07) 21. Ordinance 2006-85—Approving Wal-Mart Variances-authorize the Mayor and City Clerk to execute(ZBA 2006-41) Mayor Prochaska entertained a motion to approve the Consent Agenda as amended. So moved by Alderman Spears;seconded by Alderman Bock. Motion approved by a roll call vote. Ayes-7 Nays-0 Wolfer-aye,James-aye,Munns-aye,Burd-aye,Spears-aye,Bock-aye,Besoo-aye PLANNING COMMISSION/ZONING BOARD OF APPEAL No report. The Minutes of the Regular Meeting of the City Council—August 22,2006—Page 5 MINUTES FOR APPROVAL A motion was made by Alderman James to approve the minutes of the Committee of the Whole meeting of July 11,2006;seconded by Alderman Besco. Alderman Bock questioned the date of the meeting and Clerk Milschewski clarified that the minutes were from a Special Committee of the Whole held just prior to the July I Is'City Council Meeting Motion approved by a viva voce vote. BILLS FOR APPROVAL A motion was made by Alderman James to approve the paying of the bills listed on the Detailed Board Report dated August 9,2006 totaling the following amounts:checks in the amount of $2,079,681.65(vendors);$197,286.52(payroll period ending 8/5/06);for a total of $2,276,978.17; seconded by Alderman Wolfer. Motion approved by a roll call vote. Ayes-7 Nays-0 James-aye,Mums-aye,Bud-aye,Spears-aye,Bock-aye,Besco-aye,Wolfer-aye REPORTS MAYOR'S REPORT Proclamation for National Library Card Signup Mouth Mayor Prochaska read a proclamation for National Library Card Signup Month,September 2006 (see attached). Mayor Prochaska entertained a motion to ratify the proclamation. So moved by Alderman Mums;seconded by Alderman Wolfer. Motion approved by a viva voce vote. Proclamation for Save of Life Month Mayor Prochaska read a proclamation for Save of Life Month,September 2006(see attached). Mayor Prochaska entertained a motion to ratify the proclamation. So moved by Alderman Wolfer;seconded by Alderman Bock. Motion approved by a viva voce vote. Ordinance 2006-86 Approving BP Amoco Sign Variance (ZBA 2006-38) Alderman Spears entertained a motion to amend the ordinance approving the variance for various signs at the commercial property located at the northeast comer of Routes 47 and 34,BP Amoco Gas Station. So moved by Alderman Wolfer;seconded by Alderman James. Alderman Spears noted that the ordinance indicates Aldermen Sticka and Kot. She asked that the Scribner's error be corrected. Motion approved by a roll call vote. Ayes-7 Nays-0 Wolfer-aye,James-aye,Munns-aye,Burd-aye,Spears-aye,Bock-aye,Besco-aye CITY COUNCIL REPO_ RT No report. ATTORNEY'S REPORT No report. CITY CLERK'S REPORT No report. CITY TREASURER'S REPORT No report. CITY ADMINISTATOR'S REPORT No report. FINANCE DIRECTOR'S REPORT No report. The Minutes of the Regular Meeting of the City Council-August 22.2006-oaee 6 DIRECTOR OF PUBLIC WORKS REPORT Director Dhuse had no report however Mayor Prochaska asked him if he could contact IDOT to readjust the lights at Galena and Baseline Roads before school starts. Director Dhuse stated he would do so. CHIEF OF POLICE'S REPORT No report. DIRECTOR OF PARKS&RECREATION'S REPORT No report. COMMUNITY DEVELOPMENT DIRECTOR'S REPORT No report. COMMUNITY RELATIONS MANAGER'S REPORT Mrs.Spies reported on the following items: _ • On August 26,2006 from 12:00 to 4:00 p.m.there would be a free event at the Hoover Outdoor Recreational Center. Attendees will be able to view the facility at this time. • The deadline for articles for the City's Newsletter is September 5,2006. • Hometowns Days would be held September 3"through the 5a,2006. COMMUNITY&LIAISON REPORT Prairie State Legal Services Alderman Spears reported that the Prairie State Legal services will be holding a training workshop addressing diminished capacity in an effort to teach professionals how to detect this with the elderly. Illinois Long-term Care Ombudsman Program Alderman Spears reported that the Illinois Long-term Care Ombudsman Program is launching a state-wide initiative to increase the personal needs allowance for those in long-term care facilities. She stayed that she had a petition to sign asking that the allowance be raised from$30/month to _. .. .. . .. ..: .: $90/month. _. - - - - Senior Service Lifestyle Expo - Alderman Spears reported that on September 61°and 7� a Senior Service Lifestyle Expo will be held at the Drury Lane Theatre in Oakbrook Terrace. This year's theme is"Getting Connected- Working Harder to Make Aging Easier". The expo will include a health and wellness area, entertainment,exhibitors,seminars,etc. Prairie Parkway Mayor Prochaska reported that the Prairie Parkway group is continuing to move forward on the design of the parkway. Recently,they moved the proposed intersection of Route 71 and the parkway slightly west due to grading issues. The group is looking to create a theme and consistent look for the parkway. They are looking for suggestions from the public for this. A proposed idea is to use blue-stem prairie gross along the road. Mayor Prochaska stated that he would be happy to take any thoughts or ideas back to the group. The group is hoping to have enough finished in order to have a public hearing by December 2006. Parking Ban Survey Alderman Bock asked for an update on the Parking Ban Survey. Mrs.Spies indicated that the survey is at the printer and should be out to residents by the weekend. Alderman Mumps asked for clarification that it was one survey per household and Mrs.Spies stated that this was correct. COMMITTEE REPORTS PUBLIC WORKS COMMITTEE REPORT Grande Reserve-Route 34 Improvements and Bond Reduction#2 (PW 2006-139) Mayor Prochaska explained that this item is subject to verification that the developer has no outstanding debt owed to the City. He indicated that this was not reflected on the Consent Agenda. Mayor Prochaska entertained a motion to approve the Grande Reserve-Route 34 Improvements and Bond Reduction 42 prior improvements reduction not to exceed$22,436.18 and subject to IDOT acceptance and verification that the developer has no outstanding debt owed to the City. So moved by Alderman Bock;seconded by Alderman Spears. Motion approved by a roll call vote. Ayes-7 Nays-0 Wolfer-aye,James-aye,Munns-aye,Burl-aye,Spears-aye,Bock-aye,Besco-aye The Minutes of the Regular Meetiae of the City Council—August 22.2006—naee 7 ECONOMIC DEVELOPMENT COAUMTTEE REPORT Ordinance 2006-87 Heartland-Authorizing Execution of Annexation and Planned Unit Development Agreement (PC 2006-22) A motion was made by Alderman Munns to approve an ordinance authorizing the execution of an Annexation Agreement and Planned Unit Development Agreement,as presented,with the owners and developers set forth in the Agreement for the subdivision commonly referred to as Heartland Crossing Subdivision,and authorize the Mayor and City Clerk to execute all documents upon fmal legal and staff comments and review;seconded by Alderman Beam. Mayor Prochaska noted that the City Council received a memo dated August 22,2006 from City Attorney Wyeth addressing the Public Works Facility and Water Facility. 2.25 acres is being donated to the city for the well and water tower site and there is an option for the City to purchase an additional 5.53 acres for the Public Works site. Alderman Burd questioned if this was a good location for a Public Works facility;facilities are usually near industrial areas not residential. Public Works Director Dhuse stated that it was a good site because the department will need to diversify as the City grows. He also noted that a sign will be posted on the site indicating its intended use. Mayor Prochaska stated that a centrally located spot was investigated and that the only industrial area on the south side of the City was the Fox Industrial Park. It was not known if there was any available land there. He stated that as other developments come into the City,alternative sites for the facility could be investigated. That was the reasoning behind the option for the purchase of additional acreage. Alderman Spears questioned the following items: o Page 7,item 5 addressing the maximum lot coverage(no more than 35%coverage on a lot of less than 12,000 square feet). She felt that this was vague. Mayor Prochaska explained that this limits the size of a building put on a smaller lot. Director Miller further explained that this was typical. o Page 9 item A.regarding the establishment of a Special Service Area for public improvements. Mayor Prochaska explained that there will be the availability for an SSA for well,sewer and water. City Administrator Crois noted that the City is trying to assemble a group of developers in the southern area which will install to$17 to$20 million of infrastructure improvements such as wells,water tower,lift stations,sewer interceptors,etc. The City is asking these developers to upfront their sewer and water fees to cover the cost of these improvements and the SSA is a means for them to finance this. It will be a"pay down"SSA. Alderman Spears asked if there was language in the agreement indicating it was a pay down SSA. Administrator Crois stated that it is policy to have this language in the Agreement and the type of SSA and funding has also been discussed with the City's bond consultant,Peter Raphael. o Page 18,item 11,regarding the Public Works Department Facility and fair market value for the 7.78 acres. She stated that Exhibit"J"indicates a figure of$80,000.00 however she believed the City Council was told by the water park representatives that the land was $285,000.00/acre. John Phillipchuck,attorney for Richard Marker&Associates,stated that the$285,000.00 figure came up however it was the sale price of the commercial property associated with the Annexation Agreement for the water park property. This is a different agreement. He noted that Exhibit"J"and"Jl"in this agreement refer to the school and park contributions and the$80,000.00/acre is for cash in lieu of land. City Attorney Wyeth stated that the fair market value referred to in item 11 will be set by fair market values at the time of conveyance. o Page 19,item 12 regarding school and park donations. Alderman Spears questioned if the correct name to be used is the Parks and Recreation Department. Mayor Prochaska also noted that the correct name of the City is the United City of Yorkville. Alderman Burd expressed her concern with the developer's front funding fees and then receiving an SSA. She questioned bow a huge slow down in the housing market would affect the City. Administrator Crois explained that there are provisions to address this. There is a payment schedule for the bond issue and as developers sell lots and pay the bonds off they receive a credit in the amount of money used to pay off the bond issue. Also,if something occurs such as the developer going out of business,the SSA bond is a lien against the property. Attorney Wyeth stated that the City Yorkville would not be affected because the Gen would be against the Ind and the bond bolder takes the risk. The Minutes of the Regular Meeting of the City Council—August 22,2006—van 8 Motion approved by a roll call vote. Ayes-6 Nays-2 Bock-aye,Besco-aye,Wolfer-aye,James-aye, Munns-aye,Burd-nay,Spears-nay,Prochaska-aye Resolution 2006-66 Heartland Crossing—Approving PUD Plan (PC 2006-22) A motion was made by Alderman Mums to approve a resolution approving the Planned Unit Development Plan for Heartland Crossing Subdivision,as presented and to authorize the Mayor and City Clerk to execute all documents upon final legal review and staff comments;seconded by Alderman James. Motion approved by a roll call vote. Ayes-5 Nays-2 Spears-nay,Bock-aye,Besco-aye,Wolfer-aye,James-aye,Mums-aye,Burd-nay Ordinance 2006-88 Kendall Marketplace—Execution of Development Agreement (PC 2006-34) A motion was made by Alderman Morris to approve an ordinance authorizing the execution of a Development Agreement,as presented,with Cannonball,LLC developer of Kendall Marketplace and authorize the Mayor and City Clerk to execute all documents upon final legal and staff review and staff comments;seconded by Alderman James. Alderman James asked bow many lanes there would be on Cannonball Trail. Rick Hiller and William Woodward with the developer stated that there would be two lanes with a center turn lane. Alderman James expressed his concern that the improvements to Cannonball Trail might not be enough. He noted that a 50'easement from Cannonball Trail to the buildings was nice however what if Cannonball Trail needed to be expanded in the future. He asked if provisions for future easements or right-of-ways(ROW)have been made. The developer indicated that they have not and Alderman James suggested that this be addressed in the agreement. Director Miller explained that the widening of Cannonball Trail depends on traffic studies and future build out. Currently,the development does not warrant a wider road. Alderman Mums commented that traffic from this development will affect several areas.of Yorkville however he felt the only way to get Routes 34 and 47 widened to four lanes is to have developments liked this come into the City. He asked the developer if they considered cutting off access to Kylyn's Ridge as earlier discussed. Representatives from the developer showed an alternative to this access which will be now the park Alderman Burd asked if it was the City's request to connect to the subdivision. Director Miller stated that it was considered to be an alternative for emergency vehicles. He stated that the solution proposed by the developer eliminates this concem.Alderman Burd noted that this was a City request and the developer bas to meet City standards and do what is requested by the City. Alderman Burd stated she received a letter from Mr.Gilbert regarding concerns about stores facing the homes along Cannonball Trail. She asked if the developer had considered placing the townhomes along Cannonball Trail to address this. The developer indicated that there have been many layouts for the property and that the buildings along Cannonball Trail will have a four- sided affect and will be highly landscaped. Alderman Spears asked if all the fees listed in Exhibit"A"were covered in the second paragraph of page 2 of the agreement. Mayor Prochaska explained that these are the City's traditional fees however there are other impact fees which are referred to on page 3 of the agreement. Attorney Wyeth stated that Exhibit"H"includes all the fees associated with the agreement and he would incorporate this into the final agreement. Alderman Spears noted that the documents were not signed and Mayor Prochaska explained they were not because they were subject to legal review. He stated that the agreement will be amended to include a statement referencing Exhibit"H". Alderman Besco asked if there were plans for a HOA or a backup SSA to cover the maintenance of the roads in the mulfi-family area. Attorney Wyeth stated that this was not addressed in the agreement. Mayor Prochaska explained that state statute requires a HOA to maintain private roads in a development. Director Miller explained that an HOA is up to the developer to establish. Alderman Bock acknowledged the highly desirable advantages that the tax dollars from this commercial development will bring to the City. He stated that be appreciated the concessions the developer has made due to resident input however be did not feel they adequately addressed the concerns of Ward ID constituents. He felt that they did not do all that they could have;he had hoped and expected more. The Minutes of the Retrular Meetine of the City Council—Aueust 22,2006—nave 9 Alderman Burd commented that those who have been on the City Council for a long time have seen many housing developments come into the City for many years.She stated that"old-time" residents have often asked when will commercial come through to pay for improvements. She stated that finally it is coming. She stated that she understood the concerns this change brings. She congratulated Yorkville Economic Development Corporation Director Lyn Dubajic for bring this quality development to Yorkville and for accomplishing the goals the City Council set. Mayor Prochaska reiterated that the Scribner's error regarding Exhibit"IT'will be corrected. Alderman James asked if the ROW he refereed to would be addressed in the agreement Mayor Prochaska stated that the ROW could change the whole plan. Alderman Wolfer asked if this was recommended and Director Miller explained it was not because of the utilities located on the west side of Cannonball Trail. It was decided to leave the easements and ROW as is. Motion approved by a roll call vote. Ayes-6 Nays-I Wolfer-aye,James-aye,Munns-aye,Burd-aye,Spears-aye,Bock-nay,Besco-aye Resolution 2006-67 Kendall Marketplace—Approving Concept PUD (PC 2006-34) A motion was made by Alderman Mums to approve a resolution approving the Concept Planned Unit Development Plan for Kendall Marketplace as presented and to authorize the Mayor and City Clerk to execute all documents upon final legal review and staff comments;seconded by Alderman Besco. Motion approved by a roll call vote. Ayes-6 Nays-I James-aye,Munns-aye,Burd-aye,Spears-aye,Bock-nay,Besco-aye,Wolfer-aye Resolution 2006-68 Kendall Marketplace—Approving Preliminary PUD (PC 2006-34) A motion was made by Alderman Munns to approve a resolution approving the Preliminary - Planned Unit Development Plan for Kendall Marketplace as presented and to authorize the Mayor - and City Clerk to execute all documents upon final legal review and staff comments;seconded by Alderman Besco. Motion approved by a roll call vote. Ayes-6 Nays-I -- Mums-aye,Burd-aye,Spears-aye,Bock-nay,Besco-aye,Wolfer-aye,James-aye Resolution 2006-69 Bristol Bay—Approving the Final Plats for Units 8,9 and 10 (PC 2006-53,PC 2006-54 and PC 2006-55) A motion was made by Alderman Mums to approve a resolution approving the Final Plats of Subdivision for Bristol Bay Units 8,9,and 10,as presented,and to authorize the Mayor and City Clerk to execute all documents upon final legal review and staff comments;seconded by Alderman Bock. Motion approved by a roll call vote. Ayes-5 Nays-2 Burd-aye,Spears-nay,Bock-aye,Besco-nay,Wolfer-aye,James-aye,Munns-aye Resolution 2006-70 Blackberry Woods—Approving the Final Plat (PC 2006-56) A motion was made by Alderman Moons to approve a resolution approving the Final Plats of Subdivision for Blackberry Woods Subdivision,as presented,and to authorize the Mayor and City Clerk to execute all documents upon final legal review and staff comments;seconded by Alderman Bock. There was discussion if the debris on the property was cleaned up and it was not. Alderman Munns asked if there was any recourse to getting the property cleaned and Attorney Wyeth stated that the plat is being approved subject to staff comments and that is a staff comment. Motion approved by a roll call vote. Ayes-7 Nays-0 Spears-aye,Bock-aye,Besco-aye,Wolfer-aye,James-aye,Mums-aye,Burd-aye Ordinance 2006-89 Wal-Mart-Rezone (PC 2006-33) A motion was made by Alderman Mums to approve an Ordinance rezoning a portion of the property commonly referred to as the Wal-Mart Commercial Property,as presented,and authorize the Mayor and City Clerk to execute all documents upon final legal review;seconded by Alderman James. The Minutes of the Regular Meeting of the City Council—August 22,2006—oaee 10 Alderman Burd asked if the sign issue was resolved. Mayor Prochaska stated that Wal-Mart has agreed to lower signs. Director Miller indicated that initially there were to be two perimeter signs and two interior signs however the Zoning Board of Appeals recommended three signs and the petitioner agreed. Mayor Prochaska noted that the variances were approved earlier under the Consent Agenda. Motion approved by a roll call vote. Ayes-7 Nays-0 Bock-aye,Besco-aye,Wolfer-aye,James-aye,Munns-aye,Burd-aye,Spears-aye Resolution 2006-71 Wal-Mart—Approving the Preliminary Plan (PC 2006-33) A motion was made by Alderman Munns to approve a resolution approving the Preliminary Plan for the property commonly referred to as the property commonly referred to as the Wal-Mart Commercial Property,as presented,and authorize the Mayor and City Clerk to execute all documents upon final legal review and staff comments;seconded by Alderman Burd. Motion approved by a roll call vote. Ayes-7 Nays-0 Besco-aye,Wolfer-aye,James-aye,Munns-aye,Burd-aye,Spears-aye,Bock-aye PUBLIC SAFETY COMMITTEE REPORT No report. ADMINISTRATION COMMITTEE REPORT No report. ADDITIONAL BUSINESS Game Farm Road Alderman Munns asked if only the west side of Game Farm Road was being refinished. Director Dhuse stated that this is a temporary patch until the Game Farm Road project takes place. Fox Hill Traffic Light _ Alderman Munns asked the status of the Fox hill Traffic Light. Mayor Prochaska stated that the - - City did get notice from IDOT and they concur with the need for a traffic light so he bas asked Director Mika to look for funding for the engineering when preparing the mid-year budget. PNA Comments Alderman Munns stated that he did not appreciate the comments recently made in the press by representatives of the PNA Camp. He suggested that the City enforce all parking restrictions, driving and drinking,etc. Alderman Bock agreed that the comments made were unprofessional. Chief Martin stated that these things are always enforced but now that the City knows the dates of future events,more officers can be put on the streets. Mayor Prochaska noted that the cost for the additional officers will be paid for by the taxpayers of Yorkville for an event the City has no say in. Alderman Spears stated she spoke with a few County Board members and they are trying to resolve the problem. She noted that there will be a public hearing on this subject and she suggested that a representative from the City attend the Kendall County Board meeting to express how the City feels in the matter. Incentives for Supportive Living Facilities Alderman Spears asked the City Council to consider offering incentives to attract supportive - living facilities. She noted that Kendall County ranks low regarding affordable facilities. Alderman Wolfer and Mayor Prochaska noted that this was one of the goals recommended in the goal setting session. Mayor Prochaska stated that there were incentives given to the group developing on the south"side of the City such as higher density but it still hasn't been built. There was a brief discussion regarding this suggestion. ADJOURNMENT Mayor Prochaska entertained a motion to adjourn.So moved by Alderman Bock;seconded by Alderman James. Motion approved by a viva voce vote. Meeting adjourned at 9:05 P.M. Minutes submitted by: Jacquelyn Milschewski, City Clerk City of Yorkville,Illinois MINUTES OF THE REGULAR MEETING OF THE CrFY COUNCIL OF THE UNITED CITY OF YORKVILLE KENDALL COUNTY ILLIN IS HELD IN THE CITY COUNCIL CHAMBERS, DRAFT 800 GAME FARM ROAD ON TUESDAY,SEPTEMBER 12.2006. Mayor Prochaska called the meeting to order at 7:01 P.M and led the Council in the Pledge of Allegiance. ROLL CALL Clerk Milschewski called the roll. Ward I James Present Leslie Present Ward II Bud Present Wolfer Present Ward ID Bock Present Manna Present Ward IV Besco Present Spears Present Also present: City Clerk Milscbewski,City Treasurer Powell.City Attorney Wyeth,Assistant City Administrator Olson,Police Chief Martin,Director of Public Works Dhuse,Finance Director Mika and Public Relations Manager Spies. QUORUM A quorum was established. INTRODUCTION OF GUESTS Mayor Prochaska asked the staff and guests to introduce themselves. He welcomed the guests and asked them to enter their names on the attendance sheet provided. AMENDMENTS TO TBE AGENDA - None. COMMITTEE MEETING DATES Public Works Committee Committee of the Whole 7:00 P.M.,Tuesday,September 19,2006 City of Yorkville Conference Room Economic Development Committee Committee of the Whole 7:00 P.M.,Tuesday,September 19,2006 City of Yorkville Conference Room Administration Committee Committee of the Whole 7:00 PAL,Tuesday,October 3,2006 City of Yorkville Conference Room Public Safety Committee Committee of the Whole 7:00 P.M.,Tuesday,October 3,2006 City of Yorkville Conference Room Ad Hoc Technology Committee To Be Announced PRESENTATIONS Presentation of Certificates Sergeant Greg Sibenaller&Officer Jamb Bledsoe Mayor Prochaska and Chief Martin presented Officer Jacob Bledsoe,who recently completed the Illinois Law Enforcement Training and Standards,with a certificate from the State of Illinois certifying that he has met all the requirements to qualify as a law enforcement officer. Mayor Prochaska and Chief Martin presented Officer Greg Sibenaller with a Certificate of Achievement for completing the School of Police Staff and Command;a 400 hour course held by the Northwestern School of Public Safety. Mayor Prochaska stated that these officers show the commitment that the Police Department has to the City by furthering their educations. The Minutes of the Regular Meeting of the City Council—September 12 2006—uage 2 PUBLIC HEARINGS None. CITIZEN COMMENTS None. CONSENT AGENDA 1. Police Reports for July—August 2006(PS 2006-35) 2. Resolution 2006-72—Providing an Education Stipend for Certain Employees-authorize the Mayor and City Clerk to execute (PS 2006-36) 3. Ordinance 2006-90—Amending City Code Title 3—Business,Chapter 3—Liquor Control Regarding Hours of Sale-authorize the Mayor and City Clerk to execute(PS 2006-38) 4. Monthly Treasurer's Report for July 2006-(ADM 2006-54) 5. Ordinance 2009-91—Amending Land Cash Ordinance No.-19996-3,2003-12,.2004-22 and 2005-37-authorize the Mayor and City Clerk to execute(ADM 2006-57) 6. Resolution 2006-73—Establishing the Job Description for the Position of Civil Engineer -authorize the Mayor and City Clerk to execute(ADM 2006-58) 7. Resolution 2006-74—Declaring Official Intent to Issue Special Tax Bonds for Special Service Area 2006-113 for Kendall Marketplace-authorize the Mayor and City Clerk to execute(ADM 2006-59) 8. Resolution 2006-75—Declaring Official latent to Issue Sales Tax Bonds for Kendall Marketplace-authorize the Mayor and City Clerk to execute(ADM 2006-60) 9. Ordinance 2006-92—Proposing the Establishment of Special Service Area Number 2006-113(Kendall Marketplace)-authorize the Mayor and City Clerk to execute(ADM 2006-61) 10. Ehlers and Associates,Inc.Scope of Service for Kendall Marketplace Financing- authorize the Mayor and City Clerk to execute(ADM 2006-62) 11. Resolution 2006-76—IDOT Highway Permit and Resolution—Temporary Construction Entrance for Kendall Marketplace-authorize the Mayor and City Clerk to execute(COW 2006-06) 12,Raymond Storm Sewer Outfall—Bid Results—award to Wheaton Trenching in an amount not to exceed$949,800.25,subject to identifying available funding(COW 2006- 07) Mayor Prochaska entertained a motion to approve the Consent Agenda as presented. So moved by Aldemtan Bock;seconded by Alderman Spears. Motion approved by a roll call vote. Ayes-8 Nays-0 Wolfer-aye,James-aye,Mums-aye,Burd-aye, Spears-aye,Bock-aye,Besco-aye,Leslie-aye PLANNING COMMISSION/ZONING BOARD OF APPEAL No report. MINUTES FOR APPROVAL A motion was made by Alderman James to approve the minutes of the City Council meetings of July 11,2006 and July 25,2006 and the Committee of the Whole meeting of July 18,2006; seconded by Alderman Besco. Motion approved by a viva voce vote. BILLS FOR APPROVAL A motion was made by Alderman James to approve the paying of the bills listed on the Detailed Board Report dated August 29,2006 totaling the following amounts:checks in the amount of $1,253,063.37(vendors);$197,970.77(payroll period ending 8/19/06);for a total of $1,451,034.14; seconded by Alderman Bosco. Motion approved by a roll call vote. Ayes-8 Nays-0 James-aye,Munns-aye,Burd-aye,Spears-aye, Bock-aye,Besco-aye,Leslie-aye,Wolfer-aye, The Minutes of the Regular Meeting of the City Council—September 12,2006—Page 3 REPORTS MAYOR'S REPORT Proclamation for Hunting and Fishing Days Mayor Prochaska read a proclamation for Hunting and Fishing Days,September 23rd and 24'„, 2006. (see atta6ed). Mayor Prochaska entertained a motion to ratify the proclamation. So moved by Alderman Mums;seconded by Alderman Bock. Motion approved by a viva voce vote. Coffee with the Mayor Mayor Prochaska reported that the next Coffee with the Mayor would be held September 16, 2006 at the Wild Iris Salon&Gifts, 125 W.Hydraulic Street from 9:00—11:00 a.m. Ground Breaking Mayor Prochaska reported that there will be a ground breaking for Heritage Woods Supportive Living Community located on Green Brim Road west of Route 47 on September 22,2006 at 2:00 p.m. Patriot's Walk Mayor Prochaska thanked all those who rarticipated in the Patriot's Walk in honor of all those who lost their lives on the September 1 P. He especially thanked the Police Department for stopping traffic on Route 47 for the moment of silence;Mark O'Malley for providing the large flag along the route;Jennie Leifheit for providing the small flags for the walkers and Mr.&Mrs. Collman,who lost a son in the September 11'^tragedy,for participating. CITY COUNCIL REPORT No report. ATTORNEY'S REPORT No report. CITY CLERK'S REPORT No report. CITY TREASURER'S REPORT No report. CITY ADMINISTATOR'S REPORT No report. FINANCE DIRECTOR'S REPORT Director Mika reported that two new employees have been hired and have begun work. They are a part-time accounting clerk and an IT person. DIRECTOR OF PUBLIC WORKS REPORT Director Dhuse reported that the water treatment plant is scheduled to start up on September 25, 2006. This is the last of three plants and brings the City into compliance with federal standards. CHIEF OF POLICE'S REPORT Chief Martin reported that Officer Jeff Johnson will be graduating September 20,2006 from a ten week Alcohol,Tobacco and Firearms(ATF)course in West Virginia. One of the lieutenants will be attending the ceremony. DIRECTOR OF PARKS&RECREATION'S REPORT Director Mogle had no report however Mayor Prochaska noted he received a letter from Mrs. Birch's first grade class at Grande Reserve Elementary School asking when the park adjacent to the school will be completed. Director Mogle stated that it was close to completion but it still needed some last minute fine tuning. COMMUNITY DEVELOPMENT DIRECTOR'S REPORT No report. COMMUNITY RELATIONS MANAGER'S REPORT Mrs.Spies reported on the following items: o Parking surveys were mailed out and 1700 have been returned which is a 30%return rate. The Minutes of the Regular Meeting of the City Council—Sentember 12,2006—Page 4 o The Midwest Literary Festival was being held September 10 and 17a,2006 in downtown Aurom. o Illinois Arts Week will be celebrated with a display of artwork by the Kendall County Arts Guild in City Hall from October 8,2006 to October 14,2006. CONDVIUNfTY&LIAISON REPORT Northeastern Illinois Area on Aging Agency Alderman Spears reported that she attended the Northeastern Illinois Area on Aging Agency meeting regarding transportation.The group discussed that if federal and state grants and funds from municipalities are received,Kendall County would like to contract with the Voluntary Action Center to provide transportation services for residents of Kendall County. Transportation would be provided to Plano,Illinois;medical facilities;shopping areas;etc. Also discussed were grants,matching funds,grant cycles,IDOT's plan to put out a request for proposals for rural transportation providers who want to begin a project by July 2007,the Elder Care Summit in April,etc. Senior Service Providers Alderman Spears reported she attended the Senior Service Providers meeting where Officer Groesch spoke about the Senior Police Academy which will be held on October 30,2006 from 9:00 a.m.to 3:00 p.m.at the Historic Courthouse. The Police Department will have a day of workshops on identity theft,lottery scams,Medicare fraud,Kendall County points of interest,etc. The free event will be limited to 125 participants so anyone interested needs to contact the Police Department. Midwest Literary Festival Alderman Hurd that anyone interested in more information on the Midwest Literary Festival could go to their website,midwestliteraryfestival.com. Public Works Alderman Wolfer thanked Director Dhuse and the Public Works Department for letting him follow them through their day. He stated it was very interesting and he learned a lot. COMMITTEE REPORTS PUBLIC WORKS COMMITTEE REPORT No report. ECONOMIC DEVELOPMENT COMMITTEE REPORT No report. PUBLIC SAFETY COMMITTEE REPORT No report. ADMINISTRATION COMMITTEE REPORT Resolution 2006-77 Approving a Hiring Process for Certain Employees (Non-Department Head) (ADM 200642) A motion was made by Alderman James to approve a resolution approving a hiring process for certain employees,non-department heads,as presented;seconded by Alderman Bock. Alderman Mounts asked if the words"non-department heads"were needed to be in the title of the resolution. Attorney Wyeth explained that there is a similar policy regarding department heads so he added the wording to distinguish the two. He stated that the wording was non-functional and the motion could be amended to strike the wordings. Alderman Mums stated that he had another amendment;to section 2.1.2. He slated that he would like to add wording at the end of the section stating"with the following exception;former department heads and/or managers who have left their position as an employee of the United City of Yorkville will not be eligible for reappointment to any position within the City". He stated that this was legal and his reasoning behind the addition was that he knew of several big companies who do not allow upper management who leave to come back. Alderman Spears asked for clarification if this meant only department heads and if it should apply to those who retire. Alderman Munns stated that it was just for department heads and managers. Mayor Prochaska stated that the wording recommended by Alderman Munns would include retirees. Alderman Moons stated that he did not feel it applied to retirees. Alderman Spears agreed with Alderman Mums suggestion.She stated that if the United City of Yorkville has The Minutes of the Reeutar Meeting of the City Council—September 12 2006—maee 5 trained an individual and paid for education and they choose to leave,they should not be allowed to be re-hired. Alderman James pointed out that the resolution did not apply to department heads. Alderman Moons stated that the change he is recommending applies to the employee manual which is Exhibit A of the resolution. Alderman Munns restated the verbiage,"with the following exception,former department heads and/or managers who have left their position as an employee of the United City of Yorkville will not be eligible for reappointment to any City position with the exception of anyone who has retired from the United City of Yorkville will be eligible to be hired on as consultants". Alderman Bock stated that the policy sounds good however in his past experience exceptions such as this have a time limit applied to them such as an employee cannot come back with in a year. He stated that these people had expertise to run a department at one time and he felt it would be counterproductive to ignore their experience and not bring them back if they were the most qualified applicant Alderman Wolfer noted that there are many corporations that hire former employees back because they recognize their experience. He stated that this exception limits the City Council in their choices and he felt he would like to consider everyone qualified for a position. Alderman Besco stated that the large corporations that he has worked for had a policy that they would not rehire upper management. He stated he did not know the reasoning behind this but be could see some validity in the policy. He stated that if they are truly dedicated employees they will stay until retirement as the City offers good wages and benefits. He stated he was in favor of the amendment. Alderman Leslie asked how the department head process works. Mayor Prochaska explained that the mayor presents a candidate and the City Council votes to hire the person. Alderman Leslie stated that the current hiring method has checks and balances. Alderman Burd stated she was in favor of the amendment because when a department head leaves they take information with them but by the time they may come back,hopefully the City has moved on. She stated that there are always new graduates available for hire. Alderman James stated that the policy on the table deals with non-department beads however all the discussion has been on department heads. He stated that this is the wrong location to try and stick this exception. He stated that there is a policy for department beads where this discussion is more applicable. Alderman Wolfer commented that before he would vote for this change,he would like to the amending language reviewed by the labor attorney to make sure it was appropriate. Alderman Leslie recommended that since Alderman Manus'suggestion applies to department heads,this resolution should be approved as it is presented and the amendment could be discussed under Additional Business. Aldermen Burd stated that she thought this could not be handled in this way because it could not be voted on as it was not under the agenda. She stated that if the words`Non-Department Heads"were removed from the title of the resolution,it is not specific to anything. It is just a hiring policy with Exhibit A attached. Exhibit A would include the phrase Alderman Munns wants to add and would be part of the resolution. She also noted that when something is passed it is with the understanding that if something is illegal,it won't stand up. If this addition is illegal,the remainder of the resolution will still be in force. Attorney Wyeth stated that some resolutions and ordinances are approved subject to legal review however this resolution was not characterized in that way and the motion would have to be amended to reflect this. Alderman Burd state that she was not talking about"subject to legal review"she was referring to bills that are passed with the idea that if any part of it is subsequently found to be illegal by ajudge the illegal part will not apply but the remainder will. Attorney Wyeth stated that going about it in this way could be an expensive process so it would be better to get it right the fast time. Alderman Bock stated that he agreed with Alderman Leslie. It seems that the City Council is addressing something that does not need to be addressed in this resolution;it could be addressed in another form. He also recommended that Attorney Wyeth look into the language so that dishonorably discharged individuals are not eligible. The Minutes of the Regular Meeting of the City Council—September 12 2006—Page 6 Alderman Spears stated that she did not care what policy the language was applied to but she supported it 100°/x. She stated that the big corporations she worked for did not allow former employees to come back. She also noted that this provision gives current employees more security because they will not have to worry about a former employee corning back to take their position. Alderman Besco stated that considerable funds are spent searching for qualified candidates and he did feel this was fair to the taxpayers. He stated that without this,the City is encouraging individuals to"shop around". Alderman Munns asked if there was a second on the motion to amend. Mayor Prochaska reminded him he did not make a motion to amend;Alderman Munns just read his suggested amendment. A motion was made by Alderman Munns to amend the policy 2.1.2.after the words"...and ability"adding "with the following exception,former department heads and/or managers who have left their position as an employee of the United City of Yorkville will not be eligible for reappointment to any position with the City with the following exception that anyone who has worked their tenure or however we want to word it with the United City of Yorkville and retire in good standing would be eligible for reappointment or consulting positions";seconded by Alderman Burd. Mayor Prochaska stated he did not have a problem with the addition of the language however he agreed this was not the proper time to do this. He stated there is time to address this with the sitting City Council and if the wording is to be added he would like to see the exact wording added in the proper place. He stated that the City Council wanted to be proactive with hiring so he would like to see the resolution continue on as originally presented. He stated that the amendment can be addressed at the next Administration Committee meeting. Alderman Burd reiterated Exhibit A is non-specific to non-exempt employees but includes the Employee Manual. The amended language fits in section 2.1.1 which is the hiring policy for all employees. She stated that she could not see spending hours discussing where the amendment could go because section 2.1.1 is the appropriate place. Alderman Munns stated that he did not bring this forward as any personal vendetta against any persons who have worked,are working for or will be working for the City. He felt this change was in line with the nepotism policy he brought forward six months ago. Mayor Prochaska noted that this is not a text or minor change;it is a policy change. He stated that he felt that according to the new Governing Ordinance this matter should be tabled and brought back to the City Council with the amended language for review before the vote. The ordinance allows the City Council to have four days to review any changes such as this. Alderman Munns asked Attorney Wyeth for clarification on the Governing Ordinance;does the final form of a resolution or Ordinance have to be in the Friday before a City Council meeting. Attorney Wyeth read from the Governing Ordinance"no ordinance or resolution shall be voted at a City Council meeting unless the item to be voted on has been presented in its final form to the corporate authorities at least four days prior to the vote". Attorney Wyeth stated that his reading of this provision is that it is a guideline that minor changes can be made. He stated that it would be up to the City Council to determine if this is a minor change that could be brought up at the last minute. He stated that if it is felt this it is a substantial change,the correct motion would be to postpone to the next meeting. A motion was made by Alderman Wolfer to postpone;seconded by Alderman Burd. Alderman Leslie clarified that this could be discussed at the next Administration Committee and if a new hire should come up before the policy change is addressed,the City Council would have to vote on the person. Mayor Prochaska stated that this was cored Alderman Munns clarified that the policy would be brought back in its entirety with the additional verbiage for a vote on September 26,2006. Mayor Prochaska stated this was correct. Alderman Bock agreed with Alderman Wolfer to postpone as it would be in accordance with the Governing Ordinance. Alderman Hurd stated that if this is postponed,some aldermen might not be at the meeting. She stated all the City Council was present so it was a good time to discuss the amendment and vote on it. The Minutes of the Regular Meeting of the City Council—September 12,2006—maze 7 Alderman Wolfer noted that it is up to the alderman to be at the meeting. He felt that an aldermen's possible absence did not justify discussing it now without taking the time to properly word the amendment He stated that this is a major policy change and should not be done"on the fly". He further noted that this is an example of what was discussed when the Governing Ordinance was being implemented and a few aldermen said this type of thing would not happen. Alderman Munns stated that be did not feel the amendment he proposed was a major policy change. He stated that if everyone was more comfortable doing this the right way he understood. Alderman James stated that he disagreed with Alderman Munns,this was a major change,and to bring it up at the last minute and rush it through was an insult.This should be discussed as a group at Committee of the Whole. Alderman Spears commented on the lack of a quorum at meetings and felt that it should be voted on tonight Motion to postpone defeated by a roll call vote. Ayes-3 Nays-5 Spears-nay,Bock-aye,Besco-nay,Leslie-aye, Wolfer-aye,James-nay,Munns-nay,Burd-nay Motion to amend defeated by a roll call vote. Ayes-4 Nays-5 Burd-aye,Spears-aye,Bock-nay,Besco-aye,Leslie-nay, Wolfer-nay,James-nay,Munns-aye,Prochaska-nay Motion to adopt the resolution approved by a roll call vote. Ayes-6 Nays-2 Munns-nay,Burd-aye,Spears-aye,Bock-aye, Besco-nay,Leslie-aye,Wolfer-aye,James-aye ADDITIONAL BUSINESS Detour Signs Alderman Spears asked Director Dhuse what was happening in regards to the detour signs in the Countryside area. Director Dhuse explained that someone moved the detour sign and barricades. He stated that he will now have the Public Works Department check the signs and barricades everyday until the work is finished. Resolution Amendment Alderman Burd asked that Alderman Munns'recommendation be discussed at the next Committee of the Whole meeting. Fox Hill Traffic Light Alderman Munns asked that until the traffic light is placed on Route 34 and Sycamore,could the speed be reduced on Route 34. He stated that he has seen three near accidents recently due to the speed. Mayor Prochaska explained that the City cannot lower the speed on Route 34;this is IDOT's jurisdiction. He asked Chief Martin if a squad car could be placed in the area in order to get traffic to slow down. He stated he would do this. Community Challenge Mayor Prochaska stated that he challenged the community at the Patriot's Walk to develop a memorial to honor its emergency services people. He asked anyone with a suggestion to give it to the Community Relations manger Spies. EXECUTIVE SESSION Mayor Prochaska entertained a motion to go into Executive Session for the purpose of discussing the purchase or lease of real property for the use of the public body. He asked that City Clerk Milschewski,City Treasurer Powell,City Attorney Wyeth and Assistant City Administrator Olson be included in the session. So moved by Alderman Bock;seconded by Alderman Wolfer. Motion approved by a roll call vote. Ayes-7 Nays-1 Burd-aye,Spears-nay,Bock-aye,Besco-aye, Leslie-aye,Wolfer-aye,James-aye,Munns-aye Mayor Prochaska noted that no formal action would be taken after the session. The City Council entered into Executive Session at 8:00 p.m. The City Council returned to Regular Session at 8:07 p.m. The Minutes of the Reeular Meeting of the City Council—September 12,2006—page 8 ADJOURNMENT Mayor Prochaska entertained a motion to adjourn.So moved by Alderman Wolfer,seconded by Alderman Burd. Motion approved by a viva voce vote. Meeting adjourned at 8:08 P.M. Minutes submitted by: Jacquelyn Milschewski, City Clerk City of Yorkville,Illinois - COW1MUKIiTy +QELF1Tie�IS I �.�eD C/;- United City of Yorkville County Seat of Kendall County 800 Game Farm Road esr. 1 leas Yorkville, Illinois, 60560 Telephone: 630-553-4350 „sue, �y Fax: 630-553-7575 Website: www.yorkville.il.us <LE tby To: Mayor Art Prochaska, Elected Officials Fr: Glory Spies, Community Relations Manager Re: United City of Yorkville Web site and Community Relations Update Date: 10/24/06 The United City of Yorkville's new Web site went live on September 14. The new site incorporates a new creative design, in addition to many new features. The site has also tripled in size compared to the city's previous site and was designed for quick and easy access—it only takes one to two clicks of the mouse to get to all information. Please note that the site now contains a content management system that allows the City to make instantaneous changes and modifications for up-to-the minute information. As the City continues to grow it is imperative that we keep the United City of Yorkville residents informed in a timely manner. The content management system will also allow the City to communicate emergency situations and road construction as they occur. The system also allows us to add new pages for special events and timely issues. This was the first phase of our site's redesign. Phase II improvements will be included in the fiscal 2007/2008 budget and will include utility billing payment and the ability for residents to request an electronic newsletter versus a paper copy. In addition, I am looking at the possibility to add our taped City Council meetings on the site via Web cam. During the process there was a six-week time span between when the information was submitted to the designer and when the site went live. Consequently, there may be information that needs to be updated. Please contact me with any information that you feel needs to be updated. Also, feel free to contact me with any ideas or comments to improve the site. The site's primary navigation falls into six links and includes: -City Government -Mayor's Office •Wards—ward map available -Elected Officials -Government structure -Meetings -Commissions/Boards -Ordinances -Living in Yorkville -Resident information -New resident information -Business in Yorkville -City Departments -Quick Links -Contact Us The following is a list of new features that are included on our homepage: -Request for proposals •A link to request a new resident packet •A calendar that will allow not for profit groups and organizations to submit community events to the City calendar. •A press release area that allows me to post all press releases allowing individuals surfing the page to read the City's most recent happenings. -An opinion poll -About Yorkville link—includes a direct link to Yahoo maps with directions to Yorkville and the history of Yorkville. The "Request a Resident Packet" link has been very popular. I generally get between 5 to 7 requests a day from individuals all over the country including from the states of New York,Arizona and Minnesota and from surrounding communities such as Plainfield,Naperville, Downers Grove, Glen Ellyn and the City of Chicago. Community Relations Updates City Hall hosted its first art exhibit. The Kendall Arts Guild will now hold an exhibit every year in City Hall to celebrate Illinois Arts Council Week. I am currently working with other organizations to continue to hold art exhibits in City Hall all year-round. I anticipate the next art exhibit to be held in January with artwork exhibited by Waubonsee Community College art students. Identa Austin, a United City of Yorkville resident,is the recipient of the Studs Terkel Humanities Service Award for 2006. The City will present Ms. Austin with an engraved medallion during the Nov. 28 City Council meeting. The city's first employee newsletter published by Community Relations were distributed in employee's paychecks this week. The Human Resource Commission and myself are working together to publish a volunteer guide for individuals who wish to volunteer for various organizations in the City. The HRC is also collecting nominations for Volunteer of the Year. Submissions are due in March. Winners will be announced at the Community Volunteer Appreciation Day(second Saturday in May).Nomination forms are available through the Community Relations office or by downloading a form off the Web site. �.�EO sir o United City of Yorkville Memo 800 Game Farm Road Esr`>1 " 836 Yorkville, Illinois 60560 -44 Telephone: 630-553-4350 Fax: 630-553-7575 <LE % Date: October 20, 2006 To: Mayor and City Council From: John Justin Wyeth, City Attorney Subject: Ordinance Vacating a portion of Sleepy Hollow Road, and Providing for a Replacement Street Attached is an Ordinance regarding Sleepy Hollow Road. Notably it contains two provisions that new: 1. The vacation shall become effective only upon a grant of siting approval (if ever), or upon a final plat of any development. 2. After vacation, if any, and at a time that the City Council deems it appropriate and necessary, the developer shall provide both the right of way, and construct (it its cost) a City Street to connect Route 71 to Walker Road. This item is on the City Council agenda for October 24, 2006,under the Public Works Committee. STATE OF ILLINOIS ) ss COUNTY OF KENDALL ) ORDINANCE NO. 2006- AN ORDINANCE VACATING A PORTION OF SLEEPY HOLLOW ROAD LOCATED SOUTH OF ROUTE 71 IN THE UNITED CITY OF YORKVILLE AND PROVIDING FOR A REPLACEMENT STREET WHEREAS, the United City of Yorkville has received a Petition to Vacate a portion of Sleepy Hollow Road, a prescriptive road located south of Route 71 within the United City of Yorkville; and WHEREAS, it is the intention of the United City of Yorkville to vacate said road as described in the Petition and as described in the attached Exhibit"A"which is the legal description for the proposed vacated road as well as the attached Exhibit`B"which is a Plat of Vacation representing the area to be vacated; and WHEREAS, the United City of Yorkville intends to vacate said road, described in Exhibit"A' and depicted upon Exhibit`B"to North Star Trust Company u/t dated August 8, 2006,No. 06-9993,being the only adjoining land owner on each side of the road; and 125532nPage 1 of 4 WHEREAS, said vacation shall be effective immediately upon the grant of final and non-appealable siting approval for a pollution control facility on the land adjacent to Sleepy Hollow Road or upon final plat of any development,whichever occurs first, and WHEREAS, the City Council of the United City of Yorkville finds that said property does not have substantial value that would result in monetary compensation to the City nor does the vacation cause any loss to any landowner requiring compensation to any adjoining landowner,however, as consideration for the vacation and to provide for potential future roadway needs, the North Star Trust Company u/t dated August 8, 2006, No. 06-9993 agrees to provide, at no cost to the city, a right of way not to exceed 70 feet in width for a city street to connect Illinois Route 71 to Walker Road at a suitable and mutually agreeable location that does not interfere with, conflict with, or include any land for which said pollution control facility siting is granted, at such time that the City deems it appropriate and necessary after the vacation of Sleepy Hollow Road becomes effective. Said condition shall be an obligation upon the parcel of land annexed by Ordinance No. 2006-115, except the land for which said pollution control facility siting is sought, and this instrument shall be placed of record as to said land so as to give notice of this obligation.; and WHEREAS, the City Council of the United City of Yorkville has determined that it is in the public interest to vacate said road thereby relieving the City of any burden of maintenance and repair of the road, and further that the vacating will promote economic development of the property adjoining the vacated road. 125532nPage 2 of 4 NOW THEREFORE, BE IT ORDAINED by the Mayor and City Council of the United City of Yorkville, Kendall County, Illinois, that the property described on Exhibit "A" and depicted on Exhibit`B" and commonly known as Sleepy Hollow Road is hereby vacated to North Star Trust Company u/t dated August 8, 2006,No. 06-9993, said vacation shall become be effective immediately upon the grant of final and non- appealable siting approval for a pollution control facility on the land adjacent to Sleepy Hollow Road or upon final plat of any development, whichever occurs first. The City Council further finds that the vacating of said street/road/right of way is in the public interest based upon the findings of the Council, and that no damage (monetary or otherwise) shall result to the residents of the UNITED CITY OF YORKVILLE by reason of vacating said street/road/right of way, however, as consideration for the vacation and to provide for potential future roadway needs,the North Star Trust Company u/t dated August 8, 2006, No. 06-9993 agrees to provide, at no cost to the city, a right of way not to exceed 70 feet in width for a city street to connect Illinois Route 71 to Walker Road at a suitable and mutually agreeable location that does not interfere with, conflict with,or include any land for which said pollution control facility siting is granted, at such time that the City deems it appropriate and necessary after the vacation of Sleepy Hollow Road becomes effective. Said condition shall be an obligation upon the parcel of land annexed by Ordinance No. 2006-115, except the land for which said pollution control facility siting is sought, and this instrument shall be placed of record as to said land so as to give notice of this obligation. 125532a1'age 3 of 4 SECTION 2: The City clerk is hereby directed to record with the Kendall County Recorder a certified copy of this Ordinance,together with Exhibit"B"the Plat of Vacation attached to this Ordinance. SECTION 3: This Ordinance shall be in full force and effect from and after its passage and approval as provided by law. JAMES BOCK JOSEPH BESCO VALERIE BURD PAUL JAMES DEAN WOLFER MARTY MUNNS ROSE SPEARS JASON LESLIE Approved by me, as Mayor of the United City of Yorkville,Kendall County, Illinois, this day of A.D. 2006. MAYOR Passed by the City Council of the United City of Yorkville, Kendall County, Illinois this day of A.D. 2006. ATTEST: CITY CLERK Prepared by: John Justin Wyeth City Attorney United City of Yorkville 800 Game Farm Road Yorkville, IL 60560 125532nPage 4 of 4 DEVELOPMENT AGREEMENT `Kendall Marketplace' This Development Agreement,hereinafter referred to as"Agreement",is made and entered into this day of 200_,by and between,Cannonball, LLC,hereinafter referred to as"OWNER",Harlem Irving Companies,hereinafter referred to as"DEVELOPER"and the United City of Yorkville,Illinois,a Municipal Corporation,hereinafter referred to as"CITY". The OWNER,DEVELOPER and the CITY may hereinafter be referred to as the Parties. WITNESSETH WHEREAS,the OWNER is the Owner of certain real property,hereinafter referred to as the"Property",located in the CITY and legally described as set forth in Exhibit"A"attached hereto and incorporated by references as if more fully set forth;and WHEREAS,the Property is generally located at the northwest comer of US 34 and Cannonball Trail and consists of approximately 193 acres;and WHEREAS,the OWNER and DEVELOPER seek a PUD zoning classification to allow for uses permitted within the B-3,R-2 and R-3 zoning classifications to exist on the property;and WHEREAS,the CITY has determined that the terms and conditions set forth herein will serve a public use and will promote the health,safety,prosperity,security,and general welfare of the inhabitants and taxpayers of the CITY;and WHEREAS,the OWNER and DEVELOPER,its vendors,grantees,assigns, successors,trustees,and all others holding interest now or in the future,agree and enter into this contract,which shall operate as a covenant running with the land and be binding upon any developer and its representatives,and future owners of the land; NOW,THEREFORE,the CITY and OWNER and DEVELOPER,in consideration of the mutual covenants and agreements contained herein,do mutually agree as follows: ARTICLE I GENERAL COMPLIANCE WITH ORDINANCES OWNER hereby agrees to comply with all CITY ordinances, and this Agreement shall alter said ordinances only as specifically set forth herein. Where the ordinances of the CITY conflict with the provisions herein,the Agreement shall control. 1 ARTICLE II PROPERTY DEVELOPMENT The Development of the Property shall be generally pursuant to the Conceptual Plans attached hereto and incorporated herein as Exhibit"B". That the development of the subject real property described in the attached Exhibit"A"shall be subject to approval of all Ordinances of the CITY;Site Plan approval,engineering approval(by CITY staff or outside review engineering consultant as elected by the CITY)and Site Plan approval by the City Council in conformance with the United City of Yorkville Zoning Ordinance,Subdivision Control Ordinance,City Reimbursement of Consultants and Review Fees Ordinances,Municipal Building Fee, City Land-Cash Ordinance,and City Development Fee Ordinance,payable at the time of Site Plan approval,which have been voluntarily contracted to between the parties and agreed to by OWNER. OWNER agrees that the Final Site Plan shall comply with all requirements as set out in the United City of Yorkville Zoning Ordinance and Subdivision Control Ordinance currently in effect when development approval is requested,unless provided for differently in this Agreement. Utilities and Public Improvements. That On-Site infrastructure construction and engineering shall be governed by the standards contained in the Yorkville Subdivision Control Ordinance and other applicable Ordinances unless specifically addressed in this agreement,in which case this agreement shall control. ARTICLE III SPECIAL PROVISIONS DESIGN STANDARDS: The below design standards are in addition to the required standards of the CITY regulated by the City's Appearance Code(Title 8,Chapter 15). 1. Single-Family Detached Residential Unit Design Standards: a. Masonry products*shall be incorporated on the front fagade*of 75%of the total units. b. A minimum of 75%of the front fagade*of each building shall incorporate masonry products*. A 10%reduction of the required masonry area will be given for each major architectural feature on the front fagade. c. A minimum of 50%of each building elevation shall incorporate premium siding material* d. Primary structures shall be constructed upon either a basement or foundation —`slab' construction shall not be used. 2 2. Single-Family Attached Residential Unit Design Standards: a. Masonry products*shall be incorporated on the front fagade*of 100%of the total townhome buildings. b. A minimum of 50%of the front fagade*of each building shall incorporate masonry products*. c. A minimum of 50%of each building elevation shall incorporate premium siding material*. d. Each unit shall include two(2)enclosed parking spaces. 3. Commercial Design Standards: a. All`Guidelines'within the Appearance Code section`V Criteria For Appearance,4.Non-Residential,b.Building Design, 1. Commercial,Office and Institutional Uses,b. Guidelines for unbuilt sites' shall be required applications. b. Signage: i. All freestanding monument signage must include a 100%masonry product*base no less than the width of the sign area. c. The retail user known and labeled on the Concept and Preliminary PUD Plans as"Home Depot"shall be permitted fencing surrounding the outdoor sales area at the north side of the building to be up to twenty feet(20')in height. RESIDENTIAL FEES 1. In addition to all required application,permit and connection fees the following fees shall be collected for each residential unit at time of Building Permit: a. $2,000 City Road Fee b. $1,549 County Road Fee CANNONBALL TRAIL OFF-SITE LANDSCAPING The OWNER agrees to provide the owners of the properties along the east side of Cannonball Trail directly adjacent to the Subject Property and depicted on Exhibit"C" with the following: 1. A landscape plan designed specifically for the Cannonball Trail frontage of their property that will minimize the visual impact of the development of the subject property; 2. All plant material necessary to implement the landscape plan and installation of said plant material; The landscape contribution to the adjacent property owners is subject to the following conditions: 1. Mutual agreement between the OWNER and the adjacent property owners of the appropriate landscape plan; 3 2. The adjacent property owners will grant the OWNER a construction easement to install the landscaping; SIGNAGE The CITY agrees to permit special signage for the Subject Property as detailed in Exhibit"F"and including two(2)pylon signs 29'-4"in height and 191.5 square feet in sign area; ARTICLE IV EFFECTIVE DATE The effective date of this Agreement shall be the date this Agreement is approved and executed by the OWNER and CITY. CITY: OWNER: UNITED CITY OF YORKVILLE, CANNONBALL,LLC an Illinois municipal corporation an Illinois corporation By: By: Title:Mayor Attest: Attest: Title: City Clerk Dated: Dated: DEVELOPER: HARLEM IRVING COMPANIES, an Illinois corporation By: Title:Mayor Attest: Title: City Clerk Dated: 4 7VFll llVB101N1eJ 111's 31flOtl HKR(T7 O q WOM :103P013d83d013A30/213NM0 Y Ts >� Z In 11 O o t-o—fl a--a i a � DOE DDk r J ��- � N - W c7 o � LU r _ U ADM J CL z X88 w LU Z? w < � J he ad i-O _ Z r K } V N N_ Z IL Yz J saran'3 is 31n �y �6g91 3OV1d13NtlVW TNW3�1 lip CO 8 a d� '103roNd :83dO-I3A3O/83NMO i 0 g dl a R w 3 � D Q T TTT N jV�' J QU w 05 � N 3 ~ zO CL J t Zo W Z Z r Y 6 � V CQC J qq a G C j d J 50 0 } o Z w z Y J STATE OF ILLINOIS ) ) ss COUNTY OF KENDALL ) ORDINANCE NO.2006- �1N ORDINANCE AUTHORIZING THE EXECUTION OF AN AMENDED AND RESTATED DEVELOPMENT AGREEMENT FOR KENDALL MARKETPLACE WHEREAS, it is prudent and in the best interest of the UNITED CITY OF YORKVILLE, Kendall County, Illinois,to enter into a certain amended and restated Development Agreement for Kendall Marketplace (Attached hereto and made a part hereof as`Exhibit"A") pertaining to certain real estate described in the Agreement; and WHEREAS, a draft of the restated and amended Development Agreement has been considered by the City Council; and WHEREAS, the legal owners of record of the territory which is the subject of said Development Agreement are ready, willing and able to enter into said Development Agreement and to perform the obligations as required hereunder; and WHEREAS, the procedures for the execution of said Development Agreement have been fully complied with; and NOW THEREFORE, BE IT ORDAINED BY THE MAYOR AND THE CITY COUNCIL OF THE UNITED CITY OF YORKVILE, KENDALL COUNTY, ILLINOIS, AS FOLLOWS; Page 1 of 2 Section 1: The Mayor and the City Clerk are herewith authorized and directed to execute, on behalf of the City,the amended and restated Development Agreement, a copy of which is attached hereto and made a part hereof as Exhibit"A" Section 2: This ordinance shall be in full force and effect from and after its passage and approval as provided by law. JAMES BOCK JOSEPH BESCO VALERIE BURD PAUL JAMES JASON LESLIE MARTY MUNNS ROSESPEARS DEAN WOLFER Approved by me,as Mayor of the United City of Yorkville, Kendall County, Illinois, this Day of A.D. 2006. MAYOR Passed by the City Council of the United City of Yorkville, Kendall County, Illinois this day of A.D. 2006. ATTEST: CITY CLERK Prepared by: John Justin Wyeth City Attorney United City of Yorkville 800 Game Farm Road Yorkville, IL 60560 Page 2 of 2 EW� lb. STATE OF ILLINOIS ) )ss COUNTY OF KENDALL ) RESOLUTION NO. 2006- RESOLUTION APPROVING THE FINAL PLAT OF SUBDIVISION FOR Kendall Marketplace WHEREAS, the City Council of the United City of Yorkville has considered a Petition to approve the Final Plat of Subdivision for the Kendall Marketplace Subdivision, Unit 1; and WHEREAS, the City Council of the United City of Yorkville has received a positive recommendation from the Plan Commission of the United City of Yorkville recommending approval of said Final Plat of Subdivision; and NOW THEREFORE, upon Motion duly made, seconded and approved by the majority of those members of the City Council voting,the following action is hereby taken by the City Council of the United City of Yorkville: The Final Plat of Subdivision for the Kendall Marketplace Subdivision, Unit 1 is approved as presented and all appropriate City officials are hereby authorized to execute same subject to staff review and conditioned on adjustments consistent with legal and staff review. JAMES BOCK JOSEPH BESCO VALERIE BURD PAUL JAMES DEAN WOLFER MARTY MUNNS ROSE SPEARS JASON LESLIE Approved by me, as Mayor of the United City of Yorkville, Kendall County, Illinois, this day of . A.D. 2006. MAYOR Passed by the City Council of the United City of Yorkville,Kendall County, Illinois this day of .A.D. 2006. ATTEST: CITY CLERK Prepared by: John Justin Wyeth City Attorney United City of Yorkville 800 Game Farm Road Yorkville, IL 60560 Draft Date: 6129105 Revised 10116106 ANNEXATION AGREEMENT BETWEEN UNITED CITY OF YORKVILLE AND BRISTOL RIDGE,LLC THIS ANNEXATION AGREEMENT ("Agreement') is made and entered into this day of 2006 between the UNITED CITY OF YORKVILLE, a municipal corporation, located in the County of Kendall, State of Illinois ("CITY"), and BRISTOL RIDGE,LLC, as owner and/or developer(OWNER and/or DEVELOPER). WITNESSETH WHEREAS, at the time of execution of this Agreement,the OWNER is the record owner of two parcels of certain real property which are the subject matter of this Agreement. The first parcel, known as the "Oliver Parcel" is approximately 135 acres,more or less, and is subject to a pre-annexation agreement with the CITY and is legally described on EXHIBIT "A" attached hereto and made apart hereof. The second parcel, known as the "Bristol Parcel'is approximately 55 acres, more or less, and is legally described on EXHIBIT "A" attached hereto and made a part hereof. Said parcels are located adjacent to Cannonball Trail in Kendall County, Illinois. WHEREAS,the OWNER and CITY have after due and careful consideration, concluded that it would be best to amend and restate the relevant terms and conditions of the pre-annexation agreement for the Oliver Parcel in this Agreement as the Oliver Parcel and Bristol Parcel are to be developed as one cohesive subdivision. The pre-annexation agreement is attached hereto and made a part hereof as EXHIBIT `B". WHEREAS,the two parcels (collectively the"TERRITORY") are comprised of approximately 190 acres,more or less, and are depicted on the Plat of Annexation attached hereto and made a part hereof as EXHIBIT "C"; and WHEREAS, the OWNER and/or DEVELOPER shall develop the TERRITORY with uses and a design generally consistent with all the criteria contained in this Agreement and in the Preliminary Plat of Subdivision prepared by Jacob & Hefner, dated March 16, 2006, with a revision date of May 19, 2006 attached hereto and made a part hereof as EXHIBIT "D" and in conformance with CITY Ordinances, except as expressly and specifically modified by this Agreement; and WHEREAS, the TERRITORY is currently contiguous with the existing corporate limits of the CITY, and is not within the boundary of any other city or village; and WHEREAS, the OWNER and CITY, respectively, have complied with all applicable ordinances and laws of the State of Illinois regarding annexation and development approvals and all petitions for zoning and development approvals relating to the TERRITORY, all pursuant to and upon such notices and related procedures as are required by the ordinances of the CITY and the laws of the State of Illinois; and WHEREAS, in fulfillment of the aforementioned requirements, the CITY published for and held a public hearing before the Plan Commission on June 14, 2006, on the Annexing and Rezoning proposal for the TERRITORY; and WHEREAS, also in fulfillment of the aforementioned requirements, the CITY published for and held a public hearing before the Mayor and Alderman on July 11, 2006, on the proposed Annexation Agreement for the TERRITORY. 2 WHEREAS, the Mayor and Alderman, after due and careful consideration, have concluded that the execution of this Agreement subject to the terms and provisions of this Agreement, and the rezoning, subdivision and development of the TERRITORY as provided herein, will inure to the benefit and improvement of the CITY in that it will increase the taxable value of the real property within its corporate limits, promote the sound planning and development of the CITY and will otherwise enhance and promote the general welfare of the people of the CITY. NOW,THEREFORE, in consideration of the mutual covenants and promises herein contained,the parties agree to as follows: 1. ANNEXATION. The CITY agrees to restate the relevant portions of the pre- annexation agreement as set forth herein and immediately annex the TERRITORY into the corporate limits of the CITY pursuant to the Petition for Annexation. 2. TERM OF AGREEMENT. This Agreement shall be valid and binding for a period of twenty(20)years. In the event the annexation of the TERRITORY, the classification of the TERRITORY for zoning purposes or other terms of this Agreement are challenged in any court proceeding,the period of time during which such litigation is pending, shall extend the term of this Agreement day-for-day for the date of the filing of such action to and including the date of any final nonappealable order. 3. ZONING AND OTHER APPLICABLE ORDINANCES. The CITY has examined the Plat of Zoning, as hereinafter defined,this Agreement and other submissions and documentations provided or required in connection therewith and find that it is in compliance with this Agreement. 3 A. Contemporaneously with the annexation of the TERRITORY, the CITY shall adopt an ordinance amending the provisions of the Yorkville Zoning Ordinance so as to provide that the TERRITORY shall be classified into the zoning districts identified on the Plat of Zoning. Rezoning granted shall be in conformance with the Plat of Zoning attached here to and made a part hereof as EXHIBIT"E". B. Further,the CITY agrees to grant those modifications as specified in this Agreement,Preliminary Plat of Subdivision,and Exhibits made a part hereof. C. The CITY and OWNER/DEVELOPER agree that the TERRITORY shall be developed in substantial compliance with the ordinances of the CITY, and this Agreement, together with the Preliminary Plat of Subdivision and Exhibits attached hereto. D. Interim Uses: Interim uses set forth below shall be permitted anywhere on the TERRITORY during the term of this Agreement subject to City Subdivision Control, and/or other applicable ordinances,policies or regulations: a. All types of crop farming. b. Paved Parking lots for models. C. Stock piling of dirt, so long as the location of said stock piling does not impact any adjacent residences and/or active farmland crops and are not located on land to be dedicated for parks. d. Temporary detention. e. Construction storage and office/sales trailers, as permitted in Section 16 of this Agreement. f. Temporary Signs as permitted in Section 15 of this Agreement. Said interim uses shall be allowed only for activities taking place on the TERRITORY and not for any other off-site activities not related to the development of the TERRITORY. 4 E. DEVELOPER shall be allowed to submit final plats for approval in phases. The CITY shall approve the Final Plat(s) of Subdivision and such final plans so submitted at any time during the term of this Agreement, subject to the terms and conditions set forth herein provided that such plat(s) and plans substantially conform with the Preliminary Subdivision Plans and otherwise meet all the requirements of the CITY'S Municipal Codes, except as expressly and specifically modified by this Agreement. The CITY shall act upon any final plat and final engineering or resubmitted final plat and final engineering within sixty(60) days of its receipt of such final plat, final engineering and all necessary supporting documentation and information by either; (1) adopting such ordinances as may be required to approve such final plat and final engineering and cause the CITY to process and execute any such final plat of subdivision or(2) issuing a letter of denial informing the applicant in writing and specifying in detail as to what corrections are necessary as a condition to the approval of any final plat and final engineering quoting the section of the Municipal Code or this Agreement relied upon by the CITY in its request for corrections. F. Throughout the term of this Agreement and any extensions thereof, any setbacks, lot sizes, lot widths, landscaping, and subdivision requirements incorporated in the Preliminary Subdivision Plan shall remain in effect and shall govern the development of the TERRITORY. G. All CITY ordinances, codes,policies and regulations with the exception of the City's Building Code in effect as of the date of this agreement shall be binding upon OWNER and/or DEVELOPER for a period of five(5)years. Thereafter said ordinances,policies and regulations then in effect shall apply,provided however, that the application of any such 5 ordinance, code,policy and regulation shall not result in a reduction in the number of residential or multi-family building lots herein approved for the TERRITORY, alter or eliminate any of the ordinance deviations provided for herein,nor result in any subdivided lot or structure constructed within the TERRITORY being classified as non-conforming. H. To the extent of any conflict or inconsistency between the terms or standards of this Agreement and the terms or standards of the Subdivision and Development Control Regulations, Zoning Ordinance,Building Code or any other applicable CITY code, ordinance,rule or regulation,the terms and standards of this Agreement shall control. 1. Nothing contained herein shall prevent the CITY from enforcing Code modifications or requirements by other governmental bodies having jurisdiction so long as the enforcement is done consistent throughout the CITY. J. OWNER and/or DEVELOPER may request and the CITY Administrator may approve minor changes to the Preliminary Plat of Subdivision subject to the provisions of this paragraph 3(J). All such changes shall be deemed incorporated into this Agreement. As used herein a change shall NOT be considered minor if it includes the following: a. A change in the use or character of the development. b. An increase of more than five percent (5%) in the overall coverage of structures. C. A relocation of any street, curb cut or intersection of more than twenty-five (25) feet in a manner that would reasonably be expected to increase the problems of traffic circulation or public utilities, or that would cause a significant negative impact upon the buffer or open space scheme. d. A reduction of more than five percent (5%) in approved open space. e. An increase of more than five percent(5%)in the total number of dwelling units,inclusive in total,may be approved by the CITY,without any public hearing, such 6 approval not to be unreasonably conditioned, delayed or denied. K. BUILDING CODE. The CITY has adopted the International Building Code, which is updated approximately every three years. The building codes for the CITY in effect as of the date of building permit application will govern any and all construction activity within the Subject Property. 4. PUBLIC IMPROVEMENTS AND SURETY BOND. A. Prior to the commencement of construction for a certain phase of the development,the OWNER and/or DEVELOPER shall provide the CITY with an irrevocable letter of credit or surety bond acceptable to the CITY and issued by an institution approved by the CITY(hereinafter sometimes collectively referred to as "Surety") in an amount equal to one hundred ten percent(110%) of the CITY approved estimate of the established costs of the land improvements to be undertaken for said phase to be developed on the TERRITORY. Any irrevocable letter of credit shall be in a form substantially as set forth in EXHIBIT"G". The estimate of cost shall be initially prepared by the engineer for the OWNER and/or DEVELOPER and shall then be submitted to the CITY engineer for approval,which approval shall not be unreasonably withheld, conditioned or delayed. B. The Surety shall constitute a guarantee that all the land improvements required will be constructed by the OWNER and/or DEVELOPER pursuant to this Agreement, the applicable CITY Ordinances, and the approved final engineering plans and specifications, and shall be completed within a period of time,not to exceed two (2)years from the Final Plan and Plat approval for the TERRITORY or any given Phase thereof(any extension of time may 7 be mutually agreed upon by the OWNER and/or DEVELOPER and the CITY), and that should the OWNER and/or DEVELOPER fail or default in the completion of such obligation within the permitted time, then the CITY may, after complying with the terms and conditions of the Surety, use the Surety to the extent necessary to complete or repair any and all of the improvements secured thereby. C. The OWNER and/or DEVELOPER shall be relieved of all continuing responsibility under a Surety provided pursuant to this Paragraph 4 once the CITY has accepted all land improvements required to be constructed with respect to a given lot(s) of the development of the TERRITORY, all warranty work for such Phase, if any,having been performed by OWNER and/or DEVELOPER and approved by the CITY, and all warranties of the OWNER and/or DEVELOPER hereunder have lapsed,provided, however,that as land improvements are partially completed and paid for by the OWNER and/or DEVELOPER and accepted by the CITY, the Surety deposited by the OWNER and/or DEVELOPER with the CITY,if requested by the OWNER and/or DEVELOPER,may be proportionately reduced or released on an individual improvement-by-improvement basis upon the review and recommendation of the CITY Engineer. Upon completion of a major portion of the public improvements required with respect to a given Phase of the development of the TERRITORY, the Surety shall be reduced by the CITY within sixty(60) days of receiving a positive recommendation from the CITY engineer that said Surety be reduced. The reduction of said Surety shall be in an amount proportional to the work then completed, as reviewed and recommended by the CITY Engineer. The CITY agrees that said review by the CITY engineer shall be of reasonable duration after the submittal of all documents required for said review. The 8 CITY agrees not to condition the reduction in the Surety on the construction of any public improvements not specifically included on the approved final engineering plans for said phase. Notwithstanding anything herein, the CITY shall be entitled to retain ten percent(10%) of the Surety as security for the OWNER'S and/or DEVELOPER'S performance of any warranty work required hereunder, and to use said ten percent(10%)to perform such warranty work in the event that the OWNER and/or DEVELOPER fails to do so. Upon the expiration of the OWNER'S and/or DEVELOPER'S warranty obligation hereunder,the CITY shall promptly release any remaining retained amounts under the relevant Surety. 5. UTILITY CAPACITY AND EXTENSIONS. A. The CITY has determined that the CITY's sanitary sewer transmission system,potable water, fire flow and water storage have sufficient capacity to adequately serve the anticipated uses of the TERRITORY when developed pursuant to the terms of this Agreement. B. To the best of the CITY'S and Yorkville Bristol Sanitary District's knowledge and belief, there is no administrative,judicial, or legislative action pending or being threatened that would result in a reduction of, or limitation upon any party's right to use the sanitary sewer and potable water supplies and systems serving the CITY, and the CITY will notify the OWNER and/or DEVELOPER and use best efforts to promptly take remedial action if such reduction or limitation is threatened in the future. 6. STORMWATER MANAGEMENT. A. The OWNER and/or DEVELOPER shall provide for storm water drainage 9 and the retention/detention thereof upon and from the TERRITORY in substantial conformity with the Preliminary Engineering, subject to review and approval of Final Engineering for each Phase subject to the depressional storage volume and the flood plain compensatory volume being provided in the TERRITORY in retention/detention areas above the TERRITORY storage volumes. OWNER and/or DEVELOPER shall use its best efforts to have all required plantings within the retention/detention areas established,weather permitting,prior to selling any lots which abut the retention/detention areas to individual home owners. 7. EXCAVATION. GRADING AND PREPARATION OF TERRITORY. The CITY agrees to allow the OWNER and/or DEVELOPER prior to final approval to allow mass earthwork and grading,provided that the CITY has approved mass grading and erosion control plans for such work,that the OWNERS and/or DEVELOPERS shall comply with all requirements of the CITY Erosion/Sediment Control Ordinance, and provided further that OWNERS and/or DEVELOPERS shall post a Surety in the amount of the cost of such work, as provided by the OWNER'S and/or DEVELOPER'S engineer, subject to the review and approval of the CITY Engineer,which approval shall not be unreasonably withheld, conditioned or delayed,with the CITY as security for the completion hereof, and provided that in the event that OWNERS and/or DEVELOPERS perform or construct any of the land improvements contemplated by Section 4 and Section 10 of this Agreement prior to the time that the CITY has approved the final engineering plans therefore, the CITY may exercise such remedies as it deems necessary to halt such work until such final engineering is approved. 8. RECAPTURE. A. In the event the OWNER and/or DEVELOPER are required by CITY to 10 oversize water, sanitary sewer, storm water pipes and/or facilities or construct roadways and traffic related improvements to serve or benefit other properties,the CITY agrees to enter into a recapture agreement for said costs including but not limited to engineering and reasonable interest costs as provided by law. Any recapture agreement shall be substantially in the form as attached hereto and made a part hereof as EXHIBIT "G". 9. EASEMENTS. A. In the event that during the development of the TERRITORY, OWNER and/or DEVELOPER determines that any existing utility easements and/or lines require relocation to facilitate development of the TERRITORY in accordance with the Preliminary Plat of Subdivision, the CITY shall fully cooperate with the OWNER and/or DEVELOPER in causing the vacation and relocation of such existing easements. In the event an offsite easement is required, and the OWNER and/or DEVELOPER is unable to acquire such necessary easement the CITY shall exercise its power of eminent domain to acquire the same,provided OWNER and/or DEVELOPER shall pay the reasonable costs incurred by the CITY as a result thereof. OWNER and/or DEVELOPER shall place a landscape buffer easement in the rear yards on the Final Plat covering Lots 131-117. Said landscape buffer easement shall be initially planted by the OWNER and/or DEVELOPER but shall thereafter be maintained by the individual home owner for each Lot subject to the terms and conditions contained within the Homeowner's Association Documents, Covenants and Restrictions Documents or other such documents governing the TERRITORY. 11 B. Within 30 days of a written request from the United City of Yorkville,which includes legal descriptions and exhibits as necessary, the OWNER or DEVELOPER shall grant permanent and temporary construction easements as necessary for the construction of extension of City utilities and appurtenances and/or other utilities to serve the subject property and other properties within the City of Yorkville. C. Within 30 days of a written request from the United City of Yorkville, which includes legal descriptions and exhibits as necessary, the OWNER or DEVELOPER shall convey by Warranty Deed, fee simple title of future highway or road right of way to the State of Illinois, Kendall County or the United City of Yorkville as necessary, regardless of whether or not these right of way needs have been previously identified in this agreement. Such request for conveyance of right of way shall have no impact on any previously entitled land development density or approved plats. 10. CONNECTION TO CITY SERVICES. A. No users shall be permitted to connect to the sewer and water mains until the CITY or its designee(at the sole discretion of the City)has inspected and approved all such lines and the lines have received final regulatory approval from the Illinois Environmental Protection Agency, if required, and all applicable CITY and/or Yorkville Bristol Sanitary District fees have been paid. B. The sole and exclusive purpose of such connections by the OWNER and/or DEVELOPER shall be to provide sanitary sewer and potable water services to the subject TERRITORY. 12 C. The OWNER and/or DEVELOPER shall be responsible for paying to the CITY its tap-on connection fees pursuant to Section 21 and Exhibit H-1 and H-2 of this agreement. 11. PUBLIC IMPROVEMENTS WARRANTY. A. The CITY, once it has had the opportunity to inspect and fully confirm the public improvements required to be constructed under this Agreement comply with CITY approved plans, specifications and ordinances, shall approve all such public improvements, all in accordance with Paragraph 11B., shall accept their dedication subject to the OWNER'S and/or DEVELOPER'S warranty, as described herein, and shall thereafter operate, maintain,repair, and replace all such public improvement located therein. OWNER and/or DEVELOPER warrant that all public improvements required to be constructed by them hereunder shall be free from defects in workmanship or materials for a period of one(1)year after acceptance thereof by the CITY. Upon notice from the CITY, OWNER and/or DEVELOPER shall promptly commence to remedy any defects covered by the foregoing warranties, and in addition thereto,in the event that the OWNER'S and/or DEVELOPER'S construction of any Phase of the development in the TERRIORTY is determined to have damaged any public improvements previously installed by the OWNER and/or DEVELOPER within the TERRITORY,then upon notice thereof from the CITY, OWNER and/or DEVELOPER shall promptly commence to repair or replace any and all public improvements so damaged. B. Infrastructure(public improvements and facilities) shall be accepted by the CITY according to the CITY Subdivision Control Ordinance. 13 12. PUBLIC UTILITIES. The installation of the necessary and appropriate on-site electric,natural gas, cable television, and telephone services to the TERRITORY shall be by underground installation and pursuant to the requirements of such utility companies or pursuant to the agreement of the CITY with such entities. The CITY agrees to cooperate with the OWNER and/or DEVELOPER to permit the extension of all such utilities along existing public rights-of-way and otherwise allow the extension of all necessary utilities to the TERRITORY, provided,however, that the CITY'S agreement to cooperate with the OWNER and/or DEVELOPER to allow the extension of utilities to the TERRITORY shall in no way relieve the OWNERS and/or DEVELOPER of their obligations to obtain any and all easements and permits necessary to do so, at their sole cost and expense. 13. RIGHT-OF-WAY DEDICATIONS AND ROADWAY IMPROVEMENTS. The OWNER and/or DEVELOPER shall dedicate or cause to be dedicated to the CITY and/or applicable agency, all necessary rights-of-way as shown on the Final Plat of Subdivision for the TERRITORY. It is recognized that the roadway improvements to be installed by OWNER/DEVELOPER on Cannonball Trail maybe more than would be required by County ordinance and policy. The OWNER/DEVELOPER shall submit to the CITY and County its cost estimate for the extra cost involved with the all the Cannonball Trail improvements consistent with the County roadway guidelines("Cannonball Trail Extra Costs"). All of the cost estimates shall be supported by documentation and final determination of the costs shall be made by the County Engineer. In the event that the Cannonball Trail Extra Costs exceeds what would be required by County ordinance or policy,the OWNER/DEVELOPER shall receive a credit for the 14 excess Cannonball Trail Extra Costs against the CITY collected County road fees. 14. INGRESS AND EGRESS. The CITY hereby agrees to approve the proposed public right-of-way connections, in which the CITY has jurisdictional control to review and approve, for the TERRITORY as shown on the Preliminary Plat of Subdivision attached hereto. The OWNER and/or DEVELOPER acknowledge that any proposed right-of-way connections to roadways outside the jurisdictional control of the CITY shall be reviewed and approved by said applicable jurisdiction. Prior to or concurrently with any final plan or final plat review,the OWNER and/or DEVELOPER shall submit written approval from the applicable jurisdiction for said right-of-way connections. OWNER and/or DEVELOPER shall provide a temporary emergency only access over, through and across Lot 132 until a point in time when a second means of ingress/egress is available to the TERRITORY west of Cannonball Trail. Specifications of the said emergency access is subject to the review and approval of the City and the Bristol-Kendall Fire District,which review and approval shall not be unreasonably withheld, conditioned or delayed. After a second means of ingress/egress is available to the TERRITORY west of Cannonball Trail the OWNER and/or DEVELOPER may develop Lot 132 as a single family residence. 15. SIGNAGE. The CITY agrees to allow the following signage to be used in the development: A. Permanent Development Entry Sign. (i) Definition: Main monument sign at entry locations of the subdivision Preliminary Plat of Subdivision. (ii) Number: Six(6). B. Temporary Signs. 15 (i) Definition: Any sign,banner or advertisement for the development on the TERRITORY. (ii) Number: Four(4). (iii) Maximum Size: Ten feet by ten feet(10' x 10') double sided. (iv) Removal: Said sign/s shall be removed upon completion of 85%build-out of the residential lots within the particular phase. C. Other Sign/s. (i) Definition: Any flag,balloon or other advertisement device. (ii) Removal: Said sign/s shall be removed upon completion of 85%build-out of the residential lots within the TERRITORY. D. Model Home Signs: One(1)identification sign in front of each model home; a maximum of four(4) feet in height and twelve(12)square feet in size. Model home signs shall be removed upon occupying the home for normal residential use. E. No Signs in a public Right of Way or easement,Permits: OWNER/DEVELOPER agrees that no signs shall be placed in a public Right of Way or easement, and that a permit shall be obtained prior to erecting any of the above signs. 16. MODELS,MODEL AREAS,TEMPORARY TRAILERS. A. Construction. The CITY agrees to allow the DEVELOPER and/or the builder of the end product(`BUILDER") to construct,maintain and use model home(s) during the development and build out of the TERRITORY prior to final plat approval for each type of housing product being constructed in a particular Phase of the development. Each DEVELOPER and/or BUILDER shall submit to the CITY for its review and approval plans and specifications for each model home(s)that the DEVELOPER and/or BUILDER seeks to construct within the 16 model area provided construction of a dust free aggregate surface acceptable to the CITY and the Bristol-Kendall Fire District in order to provide adequate emergency services to and adjacent to the said model(s); and posting of the necessary Surety guaranteeing public improvements. It is agreed that a model home(s) shall not be used as a model until it is connected to all utilities. In the event that the utilities are not available,the CITY shall permit, subject to City inspection of the connection, the DEVELOPER and/or BUILDER to install temporary electricity generators, propane gas tanks for heat and waste water holding tanks to serve the model home(s), provided that the Yorkville Bristol Sanitary District agrees to permit truck transport of wastewater and each such temporary tank shall be removed and disconnected and said model home(s) shall be connected to the utilities as soon as the utilities become available. DEVELOPER and/or BUILDER shall cause the effluent within such temporary tanks to be transported, from time to time,to a receptacle designated by the CITY within ten(10)miles from the perimeter of the TERRITORY. The DEVELOPER and/or BUILDER shall indemnify and hold harmless the CITY and its officers and employees from any liability for any losses caused as a result of utilities not being available to or connected to said model home(s). B. Model Area. The CITY agrees to permit in the model area,temporary fencing, lighting, signage and paved parking lots upon submission of appropriate plans to and approval by the CITY. Said temporary fencing shall not exceed four(4) feet in height, and be accessible for the provision of emergency services. Said temporary model/s signage shall be as per Section 15 of this Agreement. Prior to the CITY accepting the public improvements in the model area, the DEVELOPER and/or BUILDER shall remove all temporary fencing, lighting, signage,parking 17 lots and promotional structures. C. Temporary Sales Office Trailer. The CITY agrees to allow the DEVELOPER and/or BUILDER to construct and use temporary sales office trailer(s), subject to DEVELOPER and/or BUILDER submitting plans and specifications to the Building and Zoning Department and receiving approval of the same. In the event that the utilities are not available, the CITY shall permit, subject to City inspection, the DEVELOPER and/or BUILDER to install temporary electricity generators,propane gas tanks for heat and waste water holding tanks to serve the temporary sales office trailer(s). DEVELOPER and/or BUILDER shall cause the effluent within such temporary tanks to be transported provided the Yorkville Bristol Sanitary District agrees to permit truck transport of wastewater, from time to time,to a receptacle designated by the CITY within ten(10)miles from the perimeter of the TERRITORY. Said temporary sales office trailer shall be removed at such time as the model home(s)being served by said temporary sales office trailer are available for model occupancy. The DEVELOPER and/or BUILDER shall indemnify and hold harmless the CITY and its officers and employees from any liability for any losses caused as a result of utilities not being available to or connected to said temporary sales office trailer. D. Model Occupancy. Prior to the DEVELOPER and/or BUILDER occupying any model home or model unit,the DEVELOPER and/or BUILDER shall schedule a final inspection of said model home or model unit with the CITY's Building and Zoning Department. Upon approval of said final inspection, the respective model home or model unit may be used accordingly. 18 E. Temporary Construction Office Trailer. The CITY agrees to allow the DEVELOPER and/or BUILDER to construct and use a temporary construction office trailer, subject to DEVELOPER and/or BUILDER submitting plans and specifications to the Building and Zoning Department and receiving approval of the same. There shall be no more than two (2) temporary construction office trailers for each contractor providing construction services to said TERRITORY. In the event that the utilities are not available,the CITY shall permit the DEVELOPER and/or BUILDER to install temporary electricity generators,propane gas tanks for heat and waste water holding tanks to serve the temporary construction office trailers. DEVELOPER and/or BUILDER shall cause the effluent within such temporary tanks to be transported provided the Yorkville Bristol Sanitary District agrees to permit truck transport of wastewater, from time to time,to a receptacle designated by the CITY within ten(10)miles from the perimeter of the TERRITORY. The DEVELOPER and/or BUILDER shall indemnify and hold harmless the CITY and its officers and employees from any liability for any losses caused as a result of utilities not being available to or connected to said temporary construction office trailer. F. Temporary Construction Storage Trailers. The CITY agrees to allow the DEVELOPER and/or BUILDER to construct and use temporary construction storage trailers, subject to providing construction services to said TERRITORY submitting plans and specifications to the Building and Zoning Department and receiving approval of the same. There shall be no more than one(1)temporary construction storage trailer per contractor providing construction services to said TERRITORY. 17. LOT SIZES. The CITY agrees to the sizes, lot widths and depths for the land 19 use areas identified in the Preliminary Plat of Subdivision attached hereto and incorporated herein as EXHIBIT"D". 18. SETBACKS AND/OR BUILDING SEPARATIONS. The CITY agrees to the setbacks and/or building separations for the land use areas identified in the Preliminary Plat of Subdivision attached hereto and incorporated herein as EXHIBIT"D". 19. ADJACENT FARMS. The OWNER and/or DEVELOPER of the TERRITORY acknowledge that Kendall County has a long, rich tradition in agriculture and respects the role that farming continues to play in shaping the economic viability in the County. Normal agriculture practices may result in occasional smells, dust, sights,noise and unique hours of operation that are not typical in other zoning areas. The OWNER and/or DEVELOPER of the TERRITORY agrees to incorporate the"Right to Farm" language on the Final Plat of Subdivision and incorporate similar language within the Homeowner's Association Documents, Covenants and Restrictions Documents or other such documents governing the subdivision. 20. STUB STREET CONNECTIONS. The OWNER and/or DEVELOPER of the property acknowledge that roadways which do not end in an intersection or a cul-de-sac will continue to the boundary of the TERRITORY to provide for a connection with future roadways and adjacent developments. 21. FEES, DONATIONS AND CONTRIBUTIONS. Development fees for this property have been determined for the single-family detached units and for the attached and multi-family units and are attached in Exhibit"H-1" and H-2" The detached single family units(Exhibit H-1) uses the fee schedule of which portions are entitled by a 1994 agreement for a portion of the subject property. The duplex and multi-family unit fees are based on the current fees applicable 20 at the date of this agreement. A. OWNER and/or DEVELOPER shall pay fees to the CITY as set forth on the attached EXHIBIT "11-1" and EXHIBIT "H-2"attached hereto and incorporated herein. The time at which the OWNER/DEVELOPER shall pay such fees shall be in accordance with the attached EXHIBIT"H-1"and"H-2". During the first five(5)years following the date of the Agreement,the CITY shall impose upon and collect from OWNER, and their respective contractors, only those permit, impact, tap on and connection fees and charges, and in such amount or at such rate, as are in effect on the date of this Agreement and as is generally applied throughout the CITY, except as otherwise expressly provided for in this Agreement on the Fee Schedules attached hereto and made a part hereof as Exhibits"H-1"and"H-2"". At the expiration of this five year term, the CITY shall give the OWNER a six (6)month grace period from the date they are notified of any changes to the permit, license,tap on and connection fees and charges in order to comply with the new regulations. OWNER and/or DEVELOPER may pre-pay any fee proposed to be changed which shall freeze said proposed fee increase and not affect the TERRITORY B. No contribution of land for school purposes shall be required of OWNER and/or DEVELOPER as a result of the development of the TERRITORY. In lieu of the contribution of land, OWNER and/or DEVELOPER agrees to pay to the CITY for distribution by the CITY to the School District, as OWNER and/or DEVELOPER's sole and exclusive contribution for school purposes as a result of the development of the TERRITORY,the sum of $1,504,594.00 (hereinafter referred to as the"School Contribution"). Payment to satisfy the 21 $1,504,594.00 cash contribution shall be payable to the School District at the time of issuance of a building permit for each dwelling unit as specified in Exhibit"H-1" and"H-2". C. OWNER and/or DEVELOPER, as its total contribution for park contribution purposes, shall contribute 6.1 acres of land identified as Lot 405 on the Preliminary Plat of Subdivision and the total sum of$598,800.00(hereinafter referred to as the"Park Contribution"). Payment to satisfy the $598,800.00 cash contribution shall be payable to the CITY at the time of issuance of a building permit for each dwelling unit as specified in Exhibit "H-1" and"H-2" 22. CREATION OF HOMEOWNER'S ASSOCIATION AND DORMANT SPECIAL SERVICE AREA. OWNER and/or DEVELOPER shall create a Homeowner's Association that will be responsible for maintaining all common areas of the development, unless the same are accepted by the CITY. The OWNER and/or DEVELOPER shall further provide for the creation of a back-up "dormant'' Special Service Area Tax for maintenance of said common areas and for the TERRITORY prior to or concurrent with the recording of the first Final Plat of Subdivision for the development. 23. BUILDING PERMITS AND CERTIFICATES OF OCCUPANCY. The CITY agrees to issue within fifteen(15)business days after receipt of application to the CITY Building Department permits for the construction of any buildings or improvements of buildings or issue a letter of denial within said period of time informing DEVELOPER as to wherein the application does not conform to the stated Municipal Code sections or this Agreement. The CITY shall not limit the number of building permits which may be issued or the time of issuance 22 of building permits during the term of this Agreement. The CITY agrees to issue within fifteen(15)business days after receipt of application to the CITY Building Department certificates of occupancy or issue a letter of denial within said period of time informing DEVELOPER as to wherein the application does not conform to the stated Municipal Code sections or this Agreement. The CITY shall not be obligated to issue a certificate of occupancy for any residential unit constructed within the TERRITORY until the unit for which a certificate of occupancy is being sought is connected to and capable of being served by sanitary sewers, storm sewers,water mains,public streets,natural gas lines and electric utilities, and is in conformance with the CITY'S Building Codes. The above notwithstanding, the CITY agrees to issue conditional occupancy permits in the event that weather conditions prohibit the installation of certain subdivision improvements such as sidewalks, driveways, and required landscaping. The developer of the lot shall post a financial guarantee to cover the costs of said improvements not covered under the Surety submitted as provided in this Agreement. The CITY shall not limit the number of certificates of occupancy or the time of issuance of Certificates of occupancy during the term of this Agreement. No occupancy permits will be issued until the OWNER/DEVELOPER and/or BUILDER provides to the CITY evidence the the Bristol Kendall Fire Protection District fire hydrants within 300 feet of the dwelling units being permitted are operational. Furthermore,the OWNER/DEVELOPER agrees to mark or bag fire hydrants that are not in service within thirty (30) days of construction. Notwithstanding anything herein to the contrary, the CITY agrees that the Models or Temporary Trailers within the TERRITORY shall not need an occupancy permit. 23 24. CITY ASSISTANCE. The CITY agrees to cooperate and provide any reasonable assistance requested by the OWNER and/or DEVELOPER in applying for and obtaining any and all approvals or permits necessary for the development of the TERRITORY, including,but not limited to those required from the Illinois Department of Natural Resources, the Illinois Environmental Protection Agency,the Army Corps of Engineers and the Federal Emergency Management Agency. The CITY further agrees to reasonably cooperate with the OWNER and/or DEVELOPER in obtaining all other permits and approvals required by the County of Kendall and other governmental units in connection with the contemplated development of the TERRITORY. 25. GOVERNING LAW; ENFORCEMENT; REMEDIES. A. The laws of the State of Illinois shall govern the validity,performance and enforcement of this Agreement. Enforcement shall be by an appropriate action or actions to secure the specific performance of this Agreement, or to secure any and all other remedies available at law or in equity in connection with,the covenants, agreements, conditions, and obligations contained herein. Venue for any action is in the Circuit court of Kendall County, Illinois. B. In the event of a material breach of this Agreement,the Parties agree that the defaulting party shall have thirty(30) days after notice of said breach to correct the same prior to the non-breaching party's seeking of any remedy provided for herein;provided,however, any breach by the OWNER and/or DEVELOPER reasonably determined by the CITY to involve health or safety issues may be the subject of immediate action by the CITY without notice or 30 day delay. 24 C. In the event the performance of any covenant to be performed hereunder by either OWNER and/or DEVELOPER or CITY is delayed for causes which are beyond the reasonable control of the party responsible for such performance(which causes shall include,but not be limited to, acts of God; inclement weather conditions; strikes;material shortages; lockouts;the revocation, suspension, or inability to secure any necessary governmental permit, other than a CITY license or permit; and any similar case)the time for such performance shall be extended by the amount of time of such delay. D. The failure of the Parties to insist upon the strict and prompt performance of the terms, covenants, agreements, and conditions herein contained, or any of them,upon any other party imposed, shall not constitute or be construed as a waiver or relinquishment of any party's right thereafter to enforce any such term, covenant, agreement, or condition,but the same shall continue in full force and effect. 26. INTEGRATION AND AMENDMENT. A. This Agreement supersedes all prior agreements and negotiations between the parties and sets forth all promises, inducements, agreements, conditions, and understandings between and among the parties relative to the subject matter hereof, and there are no promises, agreements,conditions, or understandings, either oral or written, express or implied,between or among them, other than are herein set forth. B. This Agreement, and any Exhibits or attachments hereto, may be amended from time to time in writing with the consent of the Parties, pursuant to applicable provisions of the Municipal Code and Illinois Statutes. This Agreement may be amended by the CITY and the owner of record of a portion of the TERRITORY as to provisions applying exclusively thereto, 25 without the consent of the owner of other portions of the TERRITORY not affected by such Amendment. Any modification to the Preliminary Plat of Subdivision shall not require an amendment to this Agreement. In the event the Parties desire to amend this Agreement, the signature of all parties owning property within the TERRITORY shall not be required to effect such Agreement. Rather, only those property owners owning property within that portion of the TERRITORY actually and directly affected by the proposed Amendment shall be required to execute any Amendment hereto. 27. SUCCESSORS AND ASSIGNS. This Agreement shall constitute a covenant running with the land and be binding upon and inure to the benefit of the Parties hereto,their successors in interest, assignees,lessees. Upon the conveyance or assignment by OWNER, DEVELOPER AND/OR BUILDER of its interest in the TERRITORY to any successor, assignee, or nominee, OWNER,DEVELOPER AND/OR BUILDER shall be released from any and all further liability or responsibility under this Agreement, and the CITY shall thereafter look only to the successor, assignee, or nominee of OWNER,DEVELOPER AND/OR BUILDER concerning the performance of such duties and obligations of OWNER,DEVELOPER AND/OR BUILDER required herein. 28. SEVERABILITY. Should any provision of this Agreement, or application thereof to any party or circumstance,be held invalid and such invalidity does not affect other provisions or applications of this Agreement which can be given effect without the invalid application or provision, then all remaining provisions shall remain in full force and effect. 29. TIME. Time is of the essence of this Agreement and all documents, agreements, and contracts pursuant hereto. 26 30. NOTICE. All notices,elections, and other communications between the Parties hereto shall be in writing and shall be mailed by certified mail,return receipt requested,postage prepaid, or delivered personally, to the parties at the following addresses, or at such other address as the parties may,by notice, designate: If to the CITY: United City of Yorkville Attn: City Clerk 800 Game Farm Road Yorkville, IL 60560 With a copy to: United City of Yorkville Attn: City Attorney 800 Game Farm Road Yorkville, IL 60560 If to the OWNER and/or DEVELOPER: Bristol Ridge, LLC Attn: James Menard 800 Roosevelt Road Building A, Suite 100 Glen Ellyn,IL 60137 With a copy to: Rathje&Woodward, LLC Kevin M. Carrara, Esq. 300 East Roosevelt Road, Suite 300 Wheaton,1L 60187 Notices shall be deemed received on the third business day following deposit in the U.S. Mail, if given by certified mail as aforesaid, and upon receipt, if personally delivered. 31. CORPORATE AUTHORITIES. The parties acknowledge and agree that the 27 individuals who are members of the group constitute the Corporate Authorities of the CITY are entering into this Agreement in their capacities as members of such group and shall have no personal liability in their individual capacities. 32. AGREEMENT. This Agreement or any Exhibits or attachments hereto, may be amended from time to time in writing with the consent of the parties hereto,pursuant to applicable provisions of the CITY Code and Illinois Compiled Statutes. This Agreement may be amended by the CITY and the owner of record of the TERRITORY as provisions applying exclusively thereto,without the consent of the owner of portions of the TERRITORY not effected by such amendment. 33. ANNEXATION CHALLENGE. If for any reason and at anytime,the annexation of the TERRITORY to the CITY or the terms of this Agreement is legally challenged by any person or entity by an action at law or in equity, CITY shall: (1)cooperate with the OWNER and DEVELOPER in the vigorous defense of such action through all proceedings, including appeals; and(2)take such other actions as may be then or thereafter possible pursuant to the Illinois Municipal Code to annex the TERRITOTY and/or other properties to the CITY so that the annexation of the TERRITORY to the CITY can be sustained and/or effected under the terms of this Agreement. THE REMAINDER OF THIS PAGE LEFT INTENTIONALLY BLANK. SIGNATURE PAGE TO FOLLOW. 28 IN WITNESS WHEREOF, the undersigned have executed this Agreement as of the date first above named. UNITED CITY OF YORKVILLE, an Illinois municipal corporation: BY: Mayor ATTEST: City Clerk OWNER AND/OR DEVELOPER: BRISTOL RIDGE,LLC, an Illinois limited liability company, By: Platinum Development,LLC, an Illinois limited liability company, its Sole Manager By: Michael A. Stahelin, President 29 SCHEDULE OF EXHIBITS EXHIBIT A: LEGAL DESCRIPTION EXHIBIT B: PLAT OF ANNEXATIOIN EXHIBIT D: PRELIMINARY PLAT OF SUBDIVISION EXHIBIT E: PLAT OF ZONING EXHIBIT F: LETTER OF CREDIT EXHIBIT G: RECAPTURE AGREEMENT EXHIBIT H-1: SCHEDULE OF FEES-SINGLE FAMILY DETACHED UNITS EXHIBIT H-2: SCHEDULE OF FEES-DUPLEX&MULTI-FAMILY UNITS 30 EXHIBIT A PARCEL 1: THE SOUTHEAST QUARTER OF THE SOUTHEAST QUARTER OF SECTION 9,TOWNSHIP 37 NORTH,RANGE 7 EAST OF THE THIRD PRINCIPAL MERIDIAN(EXCEPTING THEREFROM, THE WESTERLY 515.74 FEET AND THE SOUTHERLY 735.50 FEET,MEASURED ALONG THE SOUTH AND WEST LINES THEREOF);ALSO THE SOUTH HALF OF THE SOUTHWEST QUARTER OF SECTION 10,TOWNSHIP 37 NORTH,RANGE 7 EAST OF THE THIRD PRINCIPAL MERIDIAN;ALSO THAT PART OF THE SOUTH HALF OF THE SOUTHEAST QUARTER OF SECTION 10,TOWNSHIP 37 NORTH,RANGE 7 EAST OF THE THIRD PRINCIPAL MERIDIAN LYING WESTERLY OF THE WEST LINE OF LANDS CONVEYED BY NELSON C.RIDER TO JERRY W.RIDER BY WARRANTY DEED DATED OCTOBER 15, 1911 AND RECORDED IN BOOK 66 AT PAGE 255 AND DEPICTED IN PLAT BOOK 1 AT PAGE 62;AND ALSO THAT PART OF THE NORTH HALF OF SECTION 15,TOWNSHIP 37 NORTH,RANGE 7 EAST OF THE THIRD PRINCIPAL MERIDIAN DESCRIBED AS FOLLOWS: COMMENCING AT THE NORTHWEST CORNER OF SAID SECTION 15;THENCE EASTERLY ALONG THE NORTH LINE OF SAID SECTION 15,A DISTANCE OF 53.65 FEET;THENCE SOUTHERLY,ALONG A LINE WHICH FORMS AN ANGLE OF 89 DEGREES 23 MINUTES 46 SECONDS WITH THE PROLONGATION OF THE LAST DESCRIBED COURSE(MEASURED CLOCKWISE THEREFROM),332.40 FEET TO THE NORTH LINE OF THE GLAD-ELL SUBDIVISION FOR THE POINT OF BEGINNING;THENCE NORTHERLY,ALONG THE LAST DESCRIBED COURSE,332.40 FEET TO SAID NORTH LINE OF SECTION 15;THENCE EASTERLY,ALONG SAID NORTH LINE 2833.21 FEET TO THE WEST LINE OF LANDS CONVEYED BY NELSON C.RIDER TO JERRY W.RIDER BY WARRANTY DEED DATED OCTOBER 15, 1911 AND RECORDED IN BOOK 66 AT PAGE 255 AND DEPICTED IN PLAT BOOK 1 AT PAGE 62;THENCE SOUTHERLY,ALONG SAID WEST LINE,291.68 FEET TO THE NORTHERLY LINE OF THE FORMER LANDS OF CHARLES HUNT;THENCE WESTERLY, ALONG SAID NORTHERLY LINE, 1551.74 FEET;THENCE WESTERLY,ALONG A LINE WHICH IF EXTENDED WOULD INTERSECT THE NORTHWEST CORNER OF SAID SECTION 15,A DISTANCE OF 447.72 FEET TO THE CENTER LINE OF CANNONBALL TRAIL;THENCE SOUTHWESTERLY,ALONG SAID CENTER LINE, 125.62 FEET TO SAID NORTH LINE OF GLAD- ELL SUBDIVISION;THENCE WESTERLY ALONG SAID NORTH LINE,760.50 FEET TO THE POINT OF BEGINNING; EXCEPTING THEREFROM THAT PART OF THE SOUTHWEST QUARTER OF SAID SECTION 10 AND THAT PART OF THE NORTHWEST QUARTER OF SAID SECTION 15 DESCRIBED AS FOLLOWS: COMMENCING AT THE SOUTHWEST CORNER OF SAID SOUTHWEST QUARTER;THENCE SOUTHEASTERLY ALONG A LINE WHICH IF EXTENDED WOULD INTERSECT THE NORTHERLY LINE OF THE FORMER LANDS OF CHARLES HUNT AT A POINT ON SAID NORTHERLY LINE WHICH IS 1551.74 FEET WESTERLY OF THE WEST LINE OF A TRACT OF LAND CONVEYED BY NELSON C.RIDER TO JERRY W.RIDER BY A WARRANTY DEED RECORDED NOVEMBER 29, 1911 IN BOOK 66 OF DEEDS,PAGE 255 AND DEPICTED IN PLAT BOOK 1 AT PAGE 62,A DISTANCE OF 938.61 FEET TO THE CENTER LINE OF CANNONBALL TRAIL,FOR A POINT OF BEGINNING;THENCE SOUTHEASTERLY ALONG THE LAST DESCRIBED COURSE EXTENDED 447.72 FEET TO SAID NORTHERLY LINE;THENCE EASTERLY ALONG SAID NORTHERLY LINE,WHICH FORMS AN ANGLE OF 160 DEGREES 49 MINUTES 30 SECONDS WITH THE LAST DESCRIBED COURSE,MEASURED CLOCKWISE THEREFROM,296.83 FEET;THENCE NORTHERLY AT RIGHT ANGLES TO THE LAST DESCRIBED COURSE,309.14 FEET;THENCE NORTHWESTERLY ALONG A LINE WHICH FORMS AN ANGLE OF 132 DEGREES 19 MINUTES 35 SECONDS WITH THE LAST DESCRIBED COURSE,MEASURED CLOCKWISE THEREFROM 386.56 FEET TO THE CENTER LINE OF CANNONBALL TRAIL;THENCE SOUTHWESTERLY ALONG SAID CENTER LINE TO THE POINT OF BEGINNING ALL IN THE UNITED CITY OF THE VILLAGE OF YORKVILLE, KENDALL COUNTY,ILLINOIS. EXHIBIT A PARCEL 2(RECORD DESCRIPTION) (02-15-126-004): APART OF THE NORTH HALF OF SECTION 15,TOWNSHIP 37 NORTH,RANGE 7,EAST OF THE THIRD PRINCIPAL MERIDIAN,DESCRIBED AS FOLLOWS: COMMENCING AT A POINT ON THE EAST LINE OF THE PUBLIC HIGHWAY LEADING NORTH FROM HUNTSVILLE,IN SAID SECTION,AT A POINT WHERE THE EASTERLY LINE OF SAID HIGHWAY INTERSECTS THE SOUTHERLY LINE OF ELIZABETH RIDER'S LAND;THENCE EASTERLY,ALONG THE SOUTHERLY LINE OF SAID ELIZABETH RIDER'S LAND 315 FEET,TO THE SOUTHEAST CORNER THEREOF;THENCE NORTH,AT RIGHT ANGLES WITH SAID FIRST LINE ALONG THE EAST LINE OF SAID RIDER LAND,TO THE CENTER'OF SAID BRISTOL ROAD;THENCE NORTHEASTERLY,ALONG THE CENTER OF SAID HIGHWAY,TO THE SOUTHERLY LINE OF LAND BELONGING TO HARRY C.ECCLES;THENCE SOUTHEASTERLY ALONG THE SOUTHERLY LINE OF SAID ECCLES LAND,TO A POINT IN SAID SOUTHERLY LINE 60 CHAINS FROM THE EAST LINE OF SAID SECTION;THENCE EAST,ALONG THE SAID SOUTHERLY LINE OF SAID HARRY C.ECCLES LAND TO THE 8TH SECTION LINE,AND BEING THE WEST LINE OF N.C.RIDER'S LAND;THENCE SOUTH,ON SAID 8TH SECTION LINE AND RIDER'S WEST LINE TO THE RIGHT OF WAY OF C.B.AND Q.RAILROAD CO.; THENCE SOUTHWESTERLY,ALONG THE NORTHERLY LINE OF SAID RIGHT OF WAY OF SAID RAILROAD CO.TO WHERE THE SAME IS INTERSECTED BY THE NORTHERLY LINE OF JAMES KENNEDY'S LAND;THENCE WESTERLY,ALONG THE NORTH LINE OF SAID KENNEDY'S LAND,TO THE NORTHWEST CORNER OF SAID JAMES KENNEDY'S LAND; THENCE NORTHERLY,ALONG THE HIGHWAY TO THE PLACE OF BEGINNING,INCLUDING THE EAST-HALF OF HIGHWAY WESTERLY AND BORDERING ON SAID PREMISES,AND _ CONTAINING 69.06 ACRES OF LAND;EXCEPTING FROM THE ABOVE PREMISES TWO LOTS 4 BY 8 RODS EACH IN THE SOUTHWEST CORNER OF THE ABOVE DESCRIBED PREMISES, HERETOFORE DEEDED TO JOSEPH KENNEDY AND JAMES KENNEDY,SITUATED IN THE TOWN OF BRISTOL,KENDALL COUNTY,ILLINOIS, EXCEPTING THEREFROM THE FOLLOWING DESCRIBED REAL ESTATE HERETOFORE CONVEYED TO COMMONWEALTH EDISON COMPANY BY DEED RECORDED AS DOCUMENT NO.73-1974,TO-WIT: THAT PART OF THE NORTH HALF OF SECTION 15,TOWNSHIP 37 NORTH,RANGE 7,EAST OF THE THIRD PRINCIPAL MERIDIAN,DESCRIBED AS FOLLOWS: BEGINNING AT THE INTERSECTION OF THE EAST LINE OF THE WEST HALF OF THE NORTHEAST QUARTER OF SAID SECTION 15 AND THE NORTHWESTERLY RIGHT OF WAY LINE OF THE BURLINGTON NORTHERN(FORMERLY CHICAGO,BURLINGTON AND QUINCY) RAILROAD;THENCE SOUTH 74 DEGREES 19 MINUTES 17 SECONDS WEST ALONG THE NORTHERLY RIGHT OF WAY LINE OF SAID RAILROAD,A DISTANCE OF 2910.45 FEET TO THE SOUTHEAST CORNER OF"REEVES"LAND DESCRIBED IN DEED RECORDED MARCH 13, 1952,AS DOCUMENT#101936;THENCE NORTH 3 DEGREES 10 MINUTES 43 SECONDS WEST ALONG THE EASTERLY LINE OF SAID"REEVES"LAND A DISTANCE OF 12.80 FEET TO THE NORTHEAST CORNER THEREOF;THENCE NORTH 81 DEGREES 50 MINUTES 18 SECONDS WEST ALONG THE NORTHERLY LINE OF SAID"REEVES"LAND,A DISTANCE OF 340.18 FEET TO THE INTERSECTION OF SAID LINE WITH A LINE DRAWN 150 FEET NORTHWESTERLY OF, MEASURED AT RIGHT ANGLES TO,AND PARALLEL WITH THE NORTHERLY RIGHT OF WAY LINE OF SAID RAILROAD;THENCE NORTH 74 DEGREES 19 MINUTES 17 SECONDS EAST ALONG SAID PARALLEL LINE A DISTANCE OF 331.83 FEET;THENCE NORTH 15 DEGREES 40 MINUTES 43 SECONDS WEST,PERPENDICULAR TO THE LAST DESCRIBED LINE,A DISTANCE OF 40 FEET;THENCE NORTH 74 DEGREES 19 MINUTES, 17 SECONDS EAST ALONG A LINE 190 FEET NORTHWESTERLY OF,AND PARALLEL WITH THE NORTHWESTERLY RIGHT OF WAY LINE OF SAID RAILROAD,A DISTANCE OF 2941.14 FEET TO THE EAST LINE OF SAID WEST HALF OF THE NORTHEAST QUARTER;THENCE SOUTH 0 EXHIBIT A DEGREES 13 MINUTES 40 SECONDS WEST ALONG THE EAST LINE OF SAID WEST HALF OF THE NORTHEAST QUARTER,A DISTANCE OF 197.57 FEET TO THE POINT OF BEGINNING; ALL IN KENDALL COUNTY,ILLINOIS, ALSO EXCEPTING THEREFROM THAT PART OF THE NORTHWEST QUARTER OF SECTION 15, TOWNSHIP 37 NORTH,RANGE 7,EAST OF THE THIRD PRINCIPAL MERIDIAN DESCRIBED AS FOLLOWS: BEGINNING AT THE INTERSECTION OF THE CENTER LINE OF CANNONBALL TRAIL(BEING THE CENTER LINE OF STATE AIDE ROUTE 10,SECTION 19-15D)AND A LINE DRAWN PARALLEL WITH AND 80.0 FEET,NORMALLY DISTANT,SOUTHERLY OF"ELIZABETH RIDER'S LAND",THENCE EASTERLY ALONG SAID PARALLEL LINE 239.10 FEET;THENCE SOUTHERLY AT RIGHT ANGLES TO THE LAST DESCRIBED COURSE,354.96 FEET TO THE NORTH LINE OF A TRACT OF LAND CONVEYED TO JAMES KENNEDY BY A WARRANTY DEED RECORDED ON APRIL 21,1882,IN BOOK 48 OF DEEDS,PAGE 480;THENCE WESTERLY ALONG SAID NORTH LINE, 106.70 FEET TO THE EAST LINE,AS OCCUPIED AND MONUMENTED,OF LANDS CONVEYED TO GEORGE MEWHIRTER BY A WARRANTY DEED RECORDED MAY I, 1899,IN BOOK 55 OF DEEDS,PAGE 25;THENCE NORTHERLY AT RIGHT ANGLES TO THE LAST DESCRIBED COURSE,BEING ALONG SAID EAST LINE AND SAID EAST LINE EXTENDED 132.0 FEET;THENCE WESTERLY AT RIGHT ANGLES TO THE LAST DESCRIBED COURSE, 190.33 FEET TO SAID CENTER LINE;THENCE NORTHEASTERLY ALONG SAID CENTER LINE,TO THE POINT OF BEGINNING,IN BRISTOL TOWNSHIP, KENDALL COUNTY,ILLINOIS. PARCEL 2(MEASURED DESCRIPTION) BEING MORE PARTICULARLY DESCRIBED AS FOLLOWS: A PART OF THE NORTH HALF OF SECTION 15,TOWNSHIP 37 NORTH,RANGE 7 EAST OF THE THIRD PRINCIPAL MERIDIAN,DESCRIBED AS FOLLOWS: BEGINNING AT THE INTERSECTION OF THE SOUTH LINE OF LANDS FORMERLY BELONGING TO ELIZABETH RIDER(RIDER)AND THE PRESENT CENTERLINE OF CANNONBALL TRAIL;THENCE NORTH 89 DEGREES 39 MINUTES 39 SECONDS EAST ALONG SAID SOUTH LINE,361.37 FEET;THENCE NORTH 00 DEGREES 02 MINUTES 21 SECONDS WEST ALONG THE EAST LINE OF SAID RIDER PROPERTY,545.51 FEET TO THE CENTERLINE OF SAID CANNONBALL TRAIL;THENCE NORTH 40 DEGREES 39 MINUTES 03 SECONDS EAST ALONG SAID CENTERLINE,241.12 FEET TO THE SOUTH LINE OF LANDS FORMERLY BELONGING TO HARRY C.ECCLES(ECCLES);THENCE SOUTH 76 DEGREES 08 MINUTES 48 SECONDS EAST ALONG SAID SOUTH LINE,447.63 FEET TO THE NORTH LINE OF LANDS FORMERLY BELONGING TO CHARLES HUNT(HUNT);THENCE NORTH 84 DEGREES 40 MINUTES 44 SECONDS EAST ALONG SAID NORTH LINE,2649.92 FEET TO THE WEST LINE OF LANDS FORMERLY BELONGING TO N.C.RIDER(N.C.RIDER),SAID WEST LINE ALSO BEING THE 8TH SECTION LINE;THENCE SOUTH 01 DEGREES 31 MINUTES 39 SECONDS EAST ALONG SAID WEST LINE,360.82 FEET TO THE NORTHERLY LINE OF LANDS BELONGING TO COMMONWEALTH EDISON(COM ED)PER DOCUMENT NUMBER 73-1974(THE FOLLOWING THREE CALLS ARE ALONG THE NORTH LINE OF SAID COM ED PROPERTY); 1) SOUTH 73 DEGREES 24 MINUTES 22 SECONDS WEST,2944.40 FEET; 2) SOUTH 16 DEGREES 35 MINUTES 38 SECONDS EAST,40.00 FEET; 3) SOUTH 73 DEGREES 24 MINUTES 22 SECONDS WEST,331.83 FEET TO THE NORTHERLY LINE OF LANDS FORMERLY BELONGING TO JAMES KENNEDY (KENNEDY); THENCE NORTH 82 DEGREES 53 MINUTES 17 SECONDS WEST ALONG SAID NORTHERLY LINE,257.00 FEET TO THE EAST LINE OF LANDS BELONGING TO RICHARD AND LAURA a f g;9a@$> aE qggF?%€^aeE$$gg 9g�a F tx ¢a• ggf§€ E F•@ a° EXHIBIT B a a ae s= �9 .��•a§ � § :€ eE as Ra �. a€€i •��ES. kas pR Sa�eF�AL @q�9 _v f v,[ v A 6a°@• S€IEi @,i4eF°E gR pvg%°fd fx R59:44e,€,Ex vll§ °�F EEEpg��#E#a gPa "aE 3€ S d�v�96"R9a E a€^,fRS€fq # € F a E am-uss.m oxvg9E n=@FkR9 yep,pEpE [ p¢ gg fiE a� aBEAggjgg —amvox�,, Fa tf G N p11gl� S R Will RFee°Ie e;"eF 9 ° E®gEx�F�§``� qq E � 4• n �` 4 N ig FRvpa @ c e a E6gs� f rf� ILL � ' W r• s � F o G E 'E 'fT$g as F l l @ g95 6.g �k g§ggR� 9 @ f feRRa a4�` 13�x g PWE'"o-kEg g pgE9fEa Qwig f@a§€ �' 1955�b Sex".g�3➢�BfA g24 v8Y 9 ap`e @9@ f 9�q"f0°° $ saExx� ie {3e"R°,•��ea v'Fe3r R�$a9Rq ;E f v §v cq SRI! @ - u $F o o 'q EXHIBIT D 15 § K ,•• q`g ; gdflc 4444E a g ! 3 I^ ° E ' Eta @@'E g6 A°id a [ala9lie��`9 S f � na s ge E "i[R9 In d e eb [se$ xsp® N o H s O m S O' C ed � d - � ' ".598 E#_rpap FE--� aue e • eeu � w iiial A gIRE[ A$�; al III�,$ ; [ '[ 5 saq=$ esF'ix Fx Ag�'FgR` �, 55 Y� [ 8 °s8 aY � �"¢¢q�.e F ��vdR ® �¢9p[�. 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J aJ JL JL JLrJ rT ° al F ag 7J m 4 F a _.—i €s Fy -- l Ikhk le L71 rj aP O z r 6 @ B gep o 1 EXHIBIT D app g! N 01.15'50"♦ 590.0L' €g LCL___iJJ O 317 '9 v _ - d OV15-M. R 3 795.60 _ _ Jr�� p tj r q e e l N09'19'OI'♦ 939.T0 a sF� � LwF �L C Q n�n -, L__ne_ � I LI�^� �e � � i W. r tl e e`s' tl � wex x y _ YY y k o EXHIBIT D �)y9 ppA 8 gc8e� �i �'�•a S z�• � [u L"' � JJ R a s F N 90'22 21"1! m 956.05 � a' N 99.20'21'V 545.51' —fir— rt cp - � gl'996 Y,AL9i.90y� tj CA g reF s ah t J r r 4 8 s- 9 946 EXHIBIT E ggpps pppp,Ra,q ggi g3 vR,R �R ppSx 95g E @ }p R,q RR gk° €3'€d€: @°qqxA FNpp RSAAEREIi�iG�4x�AR�Rg4��4$$AaEsifi�Rk�R��G35�§d �4��I�a�3R�RR�a&BEi�z�!; 4$REI�EAEBER�3§E��R�R36 3��_ MEMO i;°39:E.4E.II III !°3€°3@ vc:" X51§0111111:z.:°,^pi �_�@°1, ¢c�ea°gM4 0' 6• Faeaedgegsg=5egengey3x��ngegg=gegs°g°eg.aE=ge�p bEag@=Fg _gaR •FR'gg gg iggi�p0p x€ng-ggg°g pepa *aa a,gg3 ® €6gA� 3iE�EeiA56B9EAai��iE'�BA9�A�A�3,;9�E9�R939 0 33 �E 9 8 ij9'�iA viA9A A E € €�°E�ER 9 R GGP. B se.z-i exve.Eaa€ x-G'G<' E"S ° 3A l o.xliz -€s X99 ices° _.eta R.€€i€€€€€€€ €€ € €€i d"i €€ €� €"1111,111141 € !ES E€ €e�€ €e €€€ a i Eli Sa °EEC E39ae a e §"ga a' @@agt a Eaa$Epaa a E aaa'ada99 a 9 9 ar a_ Rau i � ir5•pA�g��d^4^tevane e EI�BE ��E'�°��t$ �� R'� ;��a��Es'g e�eiSS3Aq��:�� qg 9&?Novo 4S�.3S�kSk�3e€a SG�&SSS4 S�� S€'��g�E9�t� �.S.9S$`R€ S wgkA�a 9RgsS'30S S RS e e9 ti aE 9 E&�e kQiS zppp §S S s"°' €QS66R €2R 9 ae€R i,S Rt E a�4.E E ,p kk L i a v gyyq y9 R y RR y 9{ @ F1'4w�Rtvvv!��d§§Rk'Si�R�aa��a§Ra4n'R¢RLk�LS¢9 _ - �°s�geEe:®v®e°�e°�grggggzgageg€x;€geg5a5®e®gngggatgeg.ageggegsgagi�g=ggat ggax - �AAA�,�t�dAAA�9aF�e�ttfitBAt��9t�A��Bg A§� - Qap^ - s=.aea°x �.Fi jFaF,�Ff„EE aF� i"�1Fa BX - - "Ix!mull Bonn 0111 3SS�aaS.gSaSS�S ESSSt�99�39Sa E�S a!` - m ` " a x - a O 6 £ E e t � N P a O IN E � z E Fo1 � P - � ` O R s a 1 e r P F _ 1 y i E i • i F S k o r E c gGe=B � a 5 gp n ., G PE 1 ilk'9£ €dd Pc 1• I F " } g k€�px°F pp u E a e - II O O EXHIBIT F: LETTER OF CREDIT 36 EXHIBIT G RECAPTURE AGREEMENT THIS RECAPTURE AGREEMENT("Agreement"), is made and entered as of the_day of 200_1 by and between the UNITED CITY OF YORKVILLE, an Illinois municipal corporation("CITY") and ("DEVELOPER"). RECITALS: A. DEVELOPER is the OWNER and DEVELOPER of that certain real estate development located within the corporate limits of the CITY and commonly known as ("Subdivision"). B. DEVELOPER and the CITY have heretofore entered into that certain Annexation Agreement dated 2006 ("Annexation Agreement")pertaining to the annexation and development of the Subdivision within the CITY. C. DEVELOPER desires to recapture an allocable share of the costs of constructing certain of the public improvements for the Subdivision("Recapture Items")which will provide benefit to other properties ("Benefited Properties")from the OWNERS of the Benefited Properties ("Benefited OWNERs"). D. DEVELOPER and the CITY are desirous of entering into this Agreement to provide for the fair and allocable recapture by DEVELOPER of the proportionate costs of the Recapture Items from the Benefited OWNERS, subject to the terms and conditions set forth in this Agreement: NOW, THEREFORE, in consideration of the foregoing recitals and the mutual covenants hereinafter set forth, and for other good and valuable consideration,the receipt and sufficiency of which are hereby acknowledged by the parties hereto, the parties hereby agree as follows: 1. RECAPTURE ITEMS. The Recapture Items,being elements of the public improvements to be constructed as a part of the development of the Subdivision, are identified in Attachment "A" attached hereto ("Recapture Schedule"). The Recapture Schedule identifies each Recapture Item and the estimated cost to construct each Recapture Item("Estimated Cost"). DEVELOPER shall cause each of the Recapture Items to be constructed in compliance with the provisions of the Annexation Agreement and to be accepted and conveyed to the CITY in accordance with applicable ordinances of the CITY. 2. BENEFITED PROPERTIES. The Benefited Properties are legally described in the Recapture Schedule attached hereto as Attachment"B". Each parcel of real estate contained within the Benefited Properties is referred to herein individually as a"Benefited Parcel". There are a total of O Benefited Parcels as identified in the Recapture Schedule. EXHIBIT G 3. RECAPTURE COSTS. The Recapture Item(s)which the Corporate Authorities of the CITY have determined will benefit a Benefited Parcel, and the prorata share of the Estimated Cost of each such Recapture Item to be allocated to such Benefited Parcel are set forth in the Recapture Schedule. The aggregate amount of the proportionate share of the Estimated Cost for each of the Recapture Items allocable to a Benefited Parcel is referred to herein as the "Recapture Costs". The Recapture Costs for each of the Benefited Parcels shall be as identified in the Recapture Schedule. Interest shall accrue on the Recapture Costs for the benefit of DEVELOPER at the rate of six percent(6 %)per annum from the date the Recapture Item is completed until the Recapture Cost is paid. All references to Recapture Costs herein shall include accrued interest owed thereon. 4. COLLECTION OF RECAPTURE COSTS. The CITY shall assess against and collect from the Benefited OWNER of a Benefited Parcel, or any portion thereof,his successors and assigns,the Recapture Cost, calculated under Paragraph 3 of this Agreement for such Benefited Parcel. At such time as a Benefited OWNER, or its agent or representative, annexes and/or subdivides a Benefited Parcel, or any portion thereof, or subdivides the Benefited Parcel from a larger parcel of land, or applies to the CITY for issuance of a permit for connection to all or any of the Recapture Items,whichever shall first occur, the CITY shall collect from such Benefited OWNER, or its agent or representative,the applicable Recapture Costs, owed hereunder by such Benefited Parcel. No Benefited Parcel which is a part of a subdivision(whether by plat or division by deed) shall be approved or recognized by the CITY or be issued a connection permit to a Recapture Item by the CITY until such Benefited Parcel has fully paid the applicable Recapture Costs, owed by such Benefited Parcel under this Agreement. 5. PAYMENT OF RECAPTURE COSTS. Any Recapture Costs, collected by the CITY pursuant to this Agreement shall be paid to DEVELOPER, or such other person or entity as DEVELOPER may direct by written notice to the CITY, within thirty (30) days following collection thereof by the CITY. It is understood and agreed that the CITY's obligation to reimburse DEVELOPER shall be limited to funds collected from the Benefited OWNERS as provided herein, and payments made hereunder shall be made solely out of said funds. This Agreement shall not be construed as creating any obligation upon the CITY to make payments from its general corporate funds or revenue. 6. CITY'S OBLIGATION. The CITY and its officers, employees and agents shall make all reasonable efforts to make the aforesaid collections of the Recapture Costs,for each Benefitted Parcel. Neither the CITY or any of its officials shall be liable in any manner for the failure to make such collections, and DEVELOPER agrees to hold the CITY, its officers, employees and agents,harmless from the failure to collect said fees. In any event,however, DEVELOPER and/or the CITY may sue any Benefited OWNER owing any Recapture Costs, hereunder for collection thereof, and in the event DEVELOPER initiates a collection lawsuit,the CITY agrees to cooperate in DEVELOPER's collection attempts hereunder by allowing full and E`er. _ STATE OF ILLINOIS ) ) ss COUNTY OF KENDALL ) ORDINANCE NO. 2006- AN ORDINANCE AUTHORIZING THE EXECUTION OF AN ANNEXATION AGREEMENT OF Bristol Ridge Subdivision WHEREAS, it is prudent and in the best interest of the UNITED CITY OF YORKVILLE, Kendall County, Illinois,that a certain Annexation Agreement pertaining to the annexation of real estate described on the Exhibit"A" attached hereto and made a part hereof entered into by the UNITED CITY OF YORKVILLE; and WHEREAS, said Annexation Agreement has been drafted and has been considered by the City Council; and WHEREAS, the legal owners of record of the territory which is the subject of said Agreement are ready, willing and able to enter into said Agreement and to perform the obligations as required hereunder; and WHEREAS, the statutory procedures provided in 65 ILCS 11-15.1., et seq, as amended, for the execution of said Annexation Agreement has been fully complied with; and Page 1 of 3 i WHEREAS, the property is presently contiguous to the City NOW THEREFORE, BE IT ORDAINED BY THE MAYOR AND THE CITY COUNCIL OF THE UNITED CITY OF YORKVILE, KENDALL COUNTY, ILLINOIS, AS FOLLOWS; Section 1: The Mayor and the City Clerk are herewith authorized and directed to execute, on behalf of the City, an Annexation Agreement concerning the annexation of the real estate described therein, a copy of which Annexation Agreement is attached hereto and made a part hereof. Section 2: This ordinance shall be in full force and effect from and after its passage and approval as provided by law. JAMES BOCK JOSEPH BESCO VALERIE BURD PAUL JAMES DEAN WOLFER MARTY MUNNS ROSE SPEARS JASON LESLIE Approved by me, as Mayor of the United City of Yorkville,Kendall County, Illinois,this Day of .A.D. 2006. MAYOR Page 2 of 3 I Passed by the City Council of the United City of Yorkville, Kendall County, Illinois this day of . A.D. 2006. ATTEST: CITY CLERK Prepared by: John Justin Wyeth City Attorney United City of Yorkville 800 Game Farm Road Yorkville, IL 60560 Page 3 of 3 b-Y� 4 ,Q b , STATE OF ILLINOIS ) ss COUNTY OF KENDALL ) ORDINANCE NO. 2006- AN ORDINANCE ANNEXING CERTAIN TERRITORY TO THE UNITED CITY OF YORKVILLE,KENDALL COUNTY, ILLINOIS Bristol Ridge Subdivision WHEREAS, a written petition, signed by the legal owner of record of all land within the territory hereinafter described,has been filed with the City Clerk of the United City of Yorkville, Kendall County, Illinois,requesting that said territory be annexed to the United City of Yorkville; and, WHEREAS, there are no electors residing within the said territory, and, WHEREAS, the said territory is not within the corporate limits of any municipality but is contiguous to the United City of Yorkville; and, WHEREAS, legal notices regarding the intention of the United City of Yorkville to annex said territory have been sent to all public bodies required to receive such notices by state statute; and, WHEREAS, copies of such notices required to be recorded, if any,have been recorded in the Office of the Recorder Kendall County, Illinois; and, WHEREAS,the legal owner of record of said territory and the United City of Yorkville have entered into a valid and binding annexation agreement relating to such territory, and, WHEREAS, all petitions, documents, and other necessary legal requirements are in full compliance with the terms of the annexation agreement and with the statutes of the State of Illinois, specifically Section 7-1-8 of the Illinois Municipal Code; and, WHEREAS, it is in the best interests of the United City of Yorkville that the territory be annexed thereto, NOW, THEREFORE,BE IT ORDAINED by the Mayor and City Council of the United City of Yorkville, Kendall County, Illinois, as follows: SECTION 1: The territory described in the Legal Description which is attached hereto and made a part of this Ordinance, that territory also being indicated on an accurate map of the annexed territory(which is attached hereto and made a part of this Ordinance), is hereby annexed to the United City of Yorkville, Kendall County, Illinois. SECTION 2: The City Clerk is hereby directed to record with the Kendall County Recorder and to file with the Kendall County Clerk a certified copy of the Ordinance, together with an accurate map of the territory annexed attached to this Ordinance. SECTION 3: This Ordinance shall be in full force and effect from and after its passage and approval as provided by law. JAMES BOCK JOSEPH BESCO VALERIE BURD PAUL JAMES DEAN WOLFER MARTY MUNNS ROSE SPEARS JASON LESLIE Approved by me, as Mayor of the United City of Yorkville,Kendall County, Illinois,this day of . A.D. 2006. MAYOR Passed by the City Council of the United City of Yorkville,Kendall County, Illinois this day of A.D. 2006. ATTEST: CITY CLERK Prepared by: John Justin Wyeth City Attorney United City of Yorkville 800 Game Farm Road Yorkville, IL 60560 STATE OF ILLINOIS ) ss COUNTY OF KENDALL ) ORDINANCE NO. 2006- AN ORDINANCE REZONING CERTAIN PROPERTY IN FURTHERANCE OF AN ANNEXATION AGREEMENT (Bristol Ridge Subdivision) WHEREAS, BRISTOL RIDGE,LLC is the legal owner of record of property described on Exhibit"A" attached hereto and incorporated herein(the Property), and WHEREAS BRISTOL RIDGE,LLC, developer of the Property has made application by petition for the rezoning of the Property pursuant to an Annexation of the Property, and WHEREAS, owners and developers have previously entered into an agreement for annexation, and zoning of the property, and WHEREAS, the Yorkville Plan Commission has recommended the rezoning of the property as R-2 One Family Residence District and R-3 —General Residence District. NOW, THEREFORE BE IT ORDAINED BY THE MAYOR AND THE CITY COUNCIL OF THE UNITED CITY OF YORKVILLE,KENDALL COUNTY, ILLINOIS UPON MOTION DULUY MADE, SECONDED AND APPROVED BY THE MAJORITY OF THOSE MEMBERS OF THE CITY COUNCIL VOTING, THAT: 1. The City Council approves the recommendation of the Plan Commission and hereby rezones the property as R-2 One Family Residence District and R-3 —General Residence District as described in attached Exhibit`B". 2. The Property shall be developed according to the terms of an Annexation Agreement previously adopted. 3: This Ordinance shall be in full force and effect from and after its passage and approval as provided by law. JAMES BOCK JOSEPH BESCO VALERIE BURD PAUL JAMES DEAN WOLFER MARTY MUNNS ROSE SPEARS JASON LESLIE Approved by me, as Mayor of the United City of Yorkville, Kendall County, Illinois, this day of . A.D. 2006. MAYOR Passed by the City Council of the United City of Yorkville, Kendall County, Illinois this day of A.D. 2006. ATTEST: CITY CLERK Prepared by: John Justin Wyeth City Attorney United City of Yorkville 800 Game Farm Road Yorkville, IL 60560 EL(? -Aad. STATE OF ILLINOIS ) )ss COUNTY OF KENDALL ) RESOLUTION NO. 2006- RESOLUTION APPROVING THE PRELIMINARY PLAN OF SUBDIVISION FOR Bristol Ridge Subdivision WHEREAS, the City Council of the United City of Yorkville has considered a Petition to approve the Preliminary Plan of Subdivision for the Bristol Ridge Subdivision; and WHEREAS, the City Council of the United City of Yorkville has received a positive recommendation from the Plan Commission of the United City of Yorkville recommending approval of said Preliminary Plan of Subdivision; and NOW THEREFORE, upon Motion duly made, seconded and approved by the majority of those members of the City Council voting, the following action is hereby taken by the City Council of the United City of Yorkville: 1. The Preliminary Plan of Subdivision for the Bristol Ridge Subdivision is approved subject to legal and staff comments and all appropriate City officials are hereby authorized to execute same. JAMES BOCK JOSEPH BESCO VALERIE BURD PAUL JAMES DEAN WOLFER MARTY MUNNS ROSE SPEARS JASON LESLIE Approved by me, as Mayor of the United City of Yorkville, Kendall County, Illinois,this day of . A.D. 2006. MAYOR Passed by the City Council of the United City of Yorkville, Kendall County, Illinois this day of A.D. 2006. ATTEST: CITY CLERK Prepared by: John Justin Wyeth City Attorney United City of Yorkville 800 Game Farm Road Yorkville, IL 60560 7F,'DCC -�3 DRAFT-Modifications since Public Hearing STATE OF ILLINOIS ) )SS COUNTY OF KENDALL ) ANNEXATION AGREEMENT OF DAVE MATLOCK AND CAROL MATLOCK AND THE UNITED CITY OF YORKVILLE This Annexation Agreement(hereinafter"Agreement"),is made and entered into this _day of .2006,by and between the UNITED CITY OF YORKVILLE,a municipal corporation,hereinafter referred to as: "CITY"and DAVE MATLOCK AND CAROL MATLOCK,herein after referred to collectively as"OWNERS". WITNESSETH WHEREAS,OWNERS own fee simple title to the real properly which is legally described in Exhibit"A"attached hereto,consisting of approximately 18.8 acres,more or less (hereinafter"PROPERTY");and WHEREAS,it is the desire of OWNERS to provide for the annexation of the subject real PROPERTY and to develop the PROPERTY in the CITY in accordance with the terms of this Agreement and the Ordinances of the CITY;and to provide that when said PROPERTY is annexed zoning will be granted at that time. OWNERS propose that the PROPERTY be rezoned as R-2 One Family Residence District as depicted on the Plat of Annexation attached hereto and incorporated herein as Exhibit`B". WHEREAS,it is the desire of the CITY to annex the PROPERTY and facilitate its development pursuant to the terms and conditions of this Agreement and the Ordinances of the CITY;and WHEREAS,OWNERS and CITY has or will perform all acts and execute all documents required by law to effectuate such annexation;and WHEREAS,all notices required by law relating to the annexation of the PROPERTY to the CITY have been given to the persons or entities entitled thereto,pursuant to the applicable provisions of the Illinois Compiled Statutes;and WHEREAS,the Corporate Authorities of the CITY have duly fixed the time for a public hearing on this Agreement and pursuant to legal notice have held such hearing thereon all as 1 DRAFT-Modifications since Public Hearing required by the provisions of the Illinois Compiled Statues;and WHEREAS,the Corporate Authorities,and the Plan Commission of the CITY have duly held all public hearings relating to annexation all as required by the provisions of the CITY'S Ordinances and Illinois Compiled Statutes;and WHEREAS,in reliance upon the development of the PROPERTY in the manner proposed,OWNERS and the CITY have agreed to execute all petitions and other documents that are necessary to accomplish the annexation of the PROPERTY to the CITY;and WHEREAS,in accordance with the powers granted to the CITY by the provisions of 65 ILCS 5/11-15.1-1 through 15.1-5,inclusive,relating to Annexation Agreements,the parties hereto wish to enter into a binding agreement with respect to the future annexation and zoning of the subject PROPERTY and to provide for various other matters related directly or indirectly to the annexation of the PROPERTY in the future,as authorized by,the provisions of said statutes; and WHEREAS,pursuant to due notice and publication in the manner provided by law,the appropriate zoning authorities of the CITY have had such public hearing and have taken all further action required by the provisions of 65 ILCS 5/11-15-1.3 and the ordinances of the CITY relating to the procedure for the authorization,approval and execution of this Annexation Agreement by the CITY. NOW,THEREFORE,in consideration of the mutual covenants,agreements and conditions herein contained,and by authority of and in accordance with the aforesaid statutes of the State of Illinois,the parties agree as follows: 1. ANNEXATION. OWNERS has filed with the Clerk of the CITY a duly and properly executed petition pursuant to,and in accordance with the provisions of 65 ILCS 5/7-1-1 et seq.to annex - the PROPERTY and any adjacent roadways not previously annexed to the United City of Yorkville. 2. ZONING. A. Contemporaneously with the Annexation of the subject PROPERTY,the CITY shall adopt an ordinance amending the provisions of the United City of Yorkville Zoning Ordinance so as to provide that the PROPERTY shall be classified as R-2 One Family Residence District as depicted on the Plat of Annexation attached hereto and incorporated herein as Exhibit`B".. B. Contemporaneously with the Annexation of the PROPERTY,the CITY shall,if necessary,amend its Comprehensive Plan to provide for the uses 2 DRAFT-Modifications since Public Hearing on the PROPERTY that are reflected in this Agreement. C. The CITY and OWNERS agree that the PROPERTY shall be developed in substantial compliance with the ordinances of the CITY in effect at the time of passage of this agreement by the City Council of the UNITED CITY OF YORKVILLE,for a period of five(5)years from the date of execution of this Agreement. After the expiration of said five(5)year time frame,if there have been changes in Subdivision Control Ordinances, Fee Ordinances,or,building codes,the same shall be applied to the subject property as duly passed by the UNITED CITY OF YORKVILLE. 3. ANNEXATION TO SANITARY DISTRICT OWNERS agrees to file the necessary petitions and agreements to request annexation and sanitary sewer service for the PROPERTY from the applicable sanitary district indicated on the Facility Plan Area for the applicable sanitary district. 4. DONATIONS AND CONTRIBUTIONS. A. The DEVELOPER shall pay a School Transition Fee as set out in the applicable City Ordinance at the time of execution of this Agreement as to School Transition fees per residential dwelling unit in said subdivision,to the Yorkville Community School District,City Development fees per residential dwelling unit to the United City of Yorkville,and other fees to the United City of Yorkville in conformance with the City Ordinances or as modified herein. Said Transition,development,and other fees shall be paid per single-family residence concurrent with and prior to the issuance of each respective subject single-family building permit. Said fees are being paid voluntarily and with the consent of OWNERSS and any DEVELOPER based upon this contractual agreement voluntarily entered into between the parties after negotiation of this Agreement. The CITY agrees that the amount of fees including,but not limited to water connection fees,sewer connection fees,development fees,capital contribution fees and school transition fees to be paid by OWNERS or any DEVELOPER shall consist of the fee enacted at the time of execution of this Agreement for a period five(5)years from the approval of the final plat for the property by the United City of Yorkville. Upon the expiration of the five(5)year period OWNERS and/or any DEVLOPER shall be pay the current fee as enacted by Ordinance by the United City of Yorkville. The OWNERS knowingly waives any claim or objection as to amount of the specific fees negotiated herein voluntarily. No School Transition Fees, or School-Park Land Cash Fees shall be charged on any real property zoned for business purposes under the terms of this Agreement. 3 DRAFT-Modifications since Public Hearing B. OWNERS shall pay all school and park land-cash fees or provide land dedication as required under existing City Ordinances. OWNERS shall subject to the requirements under existing City Ordinances for a period of five(5)years from the date of submittal of any final plat for the PROPERTY. In the event of the expiration of said five(5)year period OWNERS and/or any DEVELOPER shall all school and park land-cash fees or provide land dedication as required under the then existing City Ordinance. C. It is understood and agreed between the parties hereto that the TERRITORY and each Phase and Parcel may continue to be used and occupied(without any change or alteration)for the current farming uses of the existing OWNERS of the TERRITORY and/or as are permitted in the current zoning classifications. D. THE UNITED CITY OF YORKVILLE agrees to rebate to the Owners within 30 days of the presentation of the paid Real Estate Tax Bill to the City Treasurer,the City's portion for the City and Library Real Estate Taxes as to the subject parcel. This will take place and be paid by the City until the property is developed,by reason of a building permit being issued;or upon a Final Plat of Subdivision being recorded for any portion of the subject real property. E. Owners shall not re required by THE UNITED CITY OF YORKVILLE to_--- Deleted:t hook-on to the city water or Sanitary Sewer System as a result of entering into this annexation Agreement,but may do so upon its desire to obtain those services,when available to the subject property. F. In the event City water and sewer are unavailable at the time Owners desires to develop the subject property,the City will give consideration to a request for a variance from its subdivision Control Ordinance for use of private well and septic systems.In determining the applicability of such a variance for the subject parcel,the City shall consider soil types,density, intended use of the development,and proximity of the subject parcel for extension of sanitary sewer and water mains,as well as capacity of those municipal and sanitary district systems. G. Upon annexation,police protection;911 service,and library service will be provided by the City at no charge to Owners. H. The City will not require the Owners annex to Yorkville Bristol Sanitary District or other applicable sanitary district,until platting or a building permit seeking to hook up to the City sewer system is sought by Owners. 4 DRAFT-Modifications since Public Hearing I. The UNITED CITY OF YORKVILLE will provide,through its Engineer or Planner,an initial concept plan,if so desired,to the property owners. City agrees that in consideration of Owners voluntarily entering into this Annexation Agreement,the City at its expense shall pay all of its Consultants,all publication,application,and recording fees for the Annexation and Zoning of the subject property including dedication of Greenbriar Right-of-Way,planning and shall at City expense,prepare an Annexation Plat thereof and all necessary Ordinances in an amount not to exceed$15,000.00. The OWNERS shall be responsible for any planning and/or engineering fees incurred not in excess of$15,000.00. J. The CITY will cooperate with OWNERS in obtaining all necessary governmental approvals including,without limitation,the approval of the Kendall County Department of Highways and/or the Illinois Department of Transportation("IDOT")access permits and right-of-way connections to the TERRITORY or any Parcel or Phase thereof.Subject to the terms of the Agreement,OWNERS shall dedicate to the CITY all necessary on-site right-of-ways,and construct all on-site public right-of-way improvements for the TERRITORY and all roadways as shown on the Site Plan attached hereto and incorporated herein as Exhibit"C". 5. OVERSIZING. In the event OWNERS is required on-site to oversize any water,storm sewer or City sanitary sewer lines to accommodate other properties,CITY agrees to require anyone connecting to said lines to pay the CITY who then shall reimburse OWNERS within 30 days of connection by the OWNERS of any other parcel of real property connecting to said improvements, for OWNERS'S costs in oversizing said lines including costs for deepening said lines and any engineering fees,and other costs associated therewith. In the event the OWNERS - - seeks said reimbursement,the parties agree separately that the Recapture Agreement shall be executed pursuant to and in compliance with the Illinois Compiled Statutes,Local Government - Act governing the Recapture with the requisite Public Hearing being held and Requisite Recapture Ordinance being approved by the City Council contingent on the percentage of the benefit to the OWNERS and including the service area effected. In the event any said oversizing is required,the CITY and OWNERS agree to prepare a Recapture Agreement and Recapture Ordinance detailing said costs and fees and approving the same within a reasonable amount of time after those costs are ascertained. OWNERS agrees to hold the UNITED CITY OF YORKVILLE harmless and indemnify the CITY from any liability as a result of any Recapture imposed. 6. TIME IS OF THE ESSENCE. 5 DRAFT-Modifications since Public Hearing It is understood and agreed by the parties hereto that time is of the essence in this Agreement,and that all parties will make every reasonable effort to expedite the subject matter hereof. It is fiuther understood and agreed by the parties that the successful consummation of this Agreement requires their continued cooperation. 7. BINDING EFFECT AND TERM. This Annexation Agreement shall be binding upon and inure to the benefit of the parties hereto,their successors and assigns including,but not limited to,successor ownerss of record,successor developers,lessees and successor lessees,and upon any successor municipal authority of the CITY and successor municipalities for a period of twenty(20)years from the later of the date of execution hereof and the date of adoption of the ordinances pursuant hereto. 8. NOTICES AND REMEDIES. Nothing contained herein shall require the original named OWNERS in this Agreement to undertake any of the development obligations in this Agreement;.those obligations being the responsibility of the DEVELOPER of the subject parcel and/or future OWNERS of the subject parcel of real property. Upon a breach of this Agreement,any of the parties in any court of competent jurisdiction,by any action or proceeding at law or in equity,may exercise any remedy available at law or equity. Before any failure of any party of this Agreement to perform its obligations under this Agreement shall be deemed to be a breach of this Agreement,the party claiming such failure shall notify in writing,by certified mail/retum receipt requested,the party alleged to have failed to perform,state the obligation allegedly not performed and the performance demanded. Notice shall be provided at the following addresses: CITY: UNITED CITY OF YORKVILLE 800 Game Farm Road Yorkville,IL 60560 OWNERS Dave Matlock&Carol Matlock 7375 E.High Point Road Yorkville,IL 60560 OWNERS'S ATTY: Law Offices of Daniel J.Kramer 1107A S.Bridge St. Yorkville,IL 60560 6 DRAFT-Modifications since Public Hearing 9. AGREEMENT TO PREVAIL OVER ORDINANCES. In the event of any conflict between this Agreement and any ordinances of the CITY in force at the time of execution of this agreement or enacted during the pendency of this agreement,the provision of this Agreement shall prevail to the extent of any such conflict or inconsistency. 10. It is specifically understood and agreed that OWNERS and its successors and assigns shall have the right to sell,transfer,mortgage and assign all or any part of the PROPERTY or any Phase or Parcel and the improvements thereon to other persons,trusts, partnerships,firms,or corporations for ownership,operation,investment,building,financing, developing,construction and all such purposes,and that said persons,trusts,partnerships,funs or corporations shall be entitled to the same rights and privileges and shall have the same obligations as OWNERS has under this Agreement,and upon such transfer,such obligations relating to that part of the PROPERTY sold,transferred,mortgaged or assigned shall be the sole obligation of the transferee,except for any security posted by OWNERS on any subdivided or unimproved property for which an acceptable substitute security has not been submitted to the CITY,and transferor shall be relieved of all duties and obligations hereunder relating to that portion of the PROPERTY,Phase or Parcel so sold,transferred or assigned,without limiting the foregoing provisions of this Section. 11. PARTIAL INVALIDITY OF AGREEMENT. If any provision of this Agreement(except those provisions relating to the requested rezoning of the PROPERTY identified herein and the ordinances adopted in connection herewith),or its application to any person,entity,or property is held invalid,such provision shall be deemed to be excised herefrom and the invalidity thereof shall not affect the application or validity of any,other terms,conditions and provisions of this Agreement and,to that end,any terms,conditions and provisions of this Agreement are declared to be severable. If,for any reason during the term of this Agreement,any approval or permission granted hereunder regarding plans or plats of subdivision or zoning is declared invalid,the CITY agrees to take whatever action is necessary to reconfirm such plans and zoning ordinances effectuating the zoning,variations and plat approvals proposed herein. 11. USE OF PROPERTY FOR FARMING/ZONING. Any portion of the PROPERTY,which is not conveyed or under development as provided herein,may be used for farming purposes,regardless of the underlying zoning. IN WITNESS WHEREOF,the parties have executed this Annexation Agreement the day 7 DRAFT-Modifications since Public Hearing and year first above written. CITY: THE UNITED CITY OF YORKVILLE By: MAYOR Attest: CITY CLERK OWNERS By: By: David Matlock Carol Matlock Attest: Attest: Prepared by and Return to: Law Offices of Daniel J.Kramer 1107A South Bridge St. Yorkville,IL 60560 630-553-9500 8 FINAL STATE OF ILLINOIS ) )SS COUNTY OF KENDALL ) ANNEXATION AGREEMENT OF DAVE MATLOCK AND CAROL MATLOCK AND THE UNITED CITY OF YORKVILLE This Annexation Agreement(hereinafter"Agreement"), is made and entered into this _day of ,2006,by and between the UNITED CITY OF YORKVILLE, a municipal corporation,hereinafter referred to as: "CITY" and DAVE MATLOCK AND CAROL MATLOCK, herein after referred to collectively as"OWNERS". WITNESSETH WHEREAS, OWNERS own fee simple title to the real property which is legally described in Exhibit"A" attached hereto, consisting of approximately 18.8 acres,more or less (hereinafter"PROPERTY"); and WHEREAS, it is the desire of OWNERS to provide for the annexation of the subject real PROPERTY and to develop the PROPERTY in the CITY in accordance with the terms of this Agreement and the Ordinances of the CITY; and to provide that when said PROPERTY is annexed zoning will be granted at that time. OWNERS propose that the PROPERTY be rezoned as R-2 One Family Residence District as depicted on the Plat of Annexation attached hereto and incorporated herein as Exhibit`B". WHEREAS, it is the desire of the CITY to annex the PROPERTY and facilitate its development pursuant to the terms and conditions of this Agreement and the Ordinances of the CITY; and WHEREAS, OWNERS and CITY has or will perform all acts and execute all documents required by law to effectuate such annexation; and WHEREAS, all notices required by law relating to the annexation of the PROPERTY to the CITY have been given to the persons or entities entitled thereto, pursuant to the applicable provisions of the Illinois Compiled Statutes; and WHEREAS,the Corporate Authorities of the CITY have duly fixed the time for a public hearing on this Agreement and pursuant to legal notice have held such hearing thereon all as 1 FINAL required by the provisions of the Illinois Compiled Statues; and WHEREAS,the Corporate Authorities, and the Plan Commission of the CITY have duly held all public hearings relating to annexation all as required by the provisions of the CITY'S Ordinances and Illinois Compiled Statutes; and WHEREAS, in reliance upon the development of the PROPERTY in the manner proposed, OWNERS and the CITY have agreed to execute all petitions and other documents that are necessary to accomplish the annexation of the PROPERTY to the CITY; and WHEREAS,in accordance with the powers granted to the CITY by the provisions of 65 ILCS 5/11-15.1-1 through 15.1-5, inclusive,relating to Annexation Agreements,the parties hereto wish to enter into a binding agreement with respect to the future annexation and zoning of the subject PROPERTY and to provide for various other matters related directly or indirectly to the annexation of the PROPERTY in the future, as authorized by,the provisions of said statutes; and WHEREAS,pursuant to due notice and publication in the manner provided by law,the appropriate zoning authorities of the CITY have had such public hearing and have taken all further action required by the provisions of 65 ILCS 5/11-15-1.3 and the ordinances of the CITY relating to the procedure for the authorization, approval and execution of this Annexation Agreement by the CITY. NOW,THEREFORE, in consideration of the mutual covenants, agreements and conditions herein contained, and by authority of and in accordance with the aforesaid statutes of the State of Illinois, the parties agree as follows: 1. ANNEXATION. OWNERS has filed with the Clerk of the CITY a duly and properly executed petition pursuant to, and in accordance with the provisions of 65 ILCS 5/7-1-1 et seq.to annex the PROPERTY and any adjacent roadways not previously annexed to the United City of Yorkville. 2. ZONING. A. Contemporaneously with the Annexation of the subject PROPERTY,the CITY shall adopt an ordinance amending the provisions of the United City of Yorkville Zoning Ordinance so as to provide that the PROPERTY shall be classified as R-2 One Family Residence District as depicted on the Plat of Annexation attached hereto and incorporated herein as Exhibit`B". B. Contemporaneously with the Annexation of the PROPERTY, the CITY shall, if necessary,amend its Comprehensive Plan to provide for the uses 2 FINAL on the PROPERTY that are reflected in this Agreement. C. The CITY and OWNERS agree that the PROPERTY shall be developed in substantial compliance with the ordinances of the CITY in effect at the time of passage of this agreement by the City Council of the UNITED CITY OF YORKVILLE, for a period of five(5) years from the date of execution of this Agreement. After the expiration of said five (5)year time frame, if there have been changes in Subdivision Control Ordinances, Fee Ordinances, or,building codes,the same shall be applied to the subject property as duly passed by the UNITED CITY OF YORKVILLE. 3. ANNEXATION TO SANITARY DISTRICT OWNERS agrees to file the necessary petitions and agreements to request annexation and sanitary sewer service for the PROPERTY from the applicable sanitary district indicated on the Facility Plan Area for the applicable sanitary district. 4. DONATIONS AND CONTRIBUTIONS. A. The DEVELOPER shall pay a School Transition Fee as set out in the applicable City Ordinance at the time of execution of this Agreement as to School Transition fees per residential dwelling unit in said subdivision, to the Yorkville Community School District, City Development fees per residential dwelling unit to the United City of Yorkville, and other fees to the United City of Yorkville in conformance with the City Ordinances or as modified herein. Said Transition, development, and other fees shall be paid per single-family residence concurrent with and prior to the issuance of each respective subject single-family building permit. Said fees are being paid voluntarily and with the consent of OWNERSS and any DEVELOPER based upon this contractual agreement voluntarily entered into between the parties after negotiation of this Agreement. The CITY agrees that the amount of fees including,but not limited to water connection fees, sewer connection fees, development fees, capital contribution fees and school transition fees to be paid by OWNERS or any DEVELOPER shall consist of the fee enacted at the time of execution of this Agreement for a period five(5)years from the approval of the final plat for the property by the United City of Yorkville. Upon the expiration of the five(5)year period OWNERS and/or any DEVLOPER shall be pay the current fee as enacted by Ordinance by the United City of Yorkville. The OWNERS knowingly waives any claim or objection as to amount of the specific fees negotiated herein voluntarily. No School Transition Fees, or School-Park Land Cash Fees shall be charged on any real property zoned for business purposes under the terms of this Agreement. 3 FINAL B. OWNERS shall pay all school and park land-cash fees or provide land dedication as required under existing City Ordinances. OWNERS shall subject to the requirements under existing City Ordinances for a period of five (5)years from the date of submittal of any final plat for the PROPERTY. In the event of the expiration of said five(5)year period OWNERS and/or any DEVELOPER shall all school and park land-cash fees or provide land dedication as required under the then existing City Ordinance. C. It is understood and agreed between the parties hereto that the TERRITORY and each Phase and Parcel may continue to be used and occupied(without any change or alteration) for the current farming uses of the existing OWNERS of the TERRITORY and/or as are permitted in the current zoning classifications. D. THE UNITED CITY OF YORKVILLE agrees to rebate to the Owners within 30 days of the presentation of the paid Real Estate Tax Bill to the City Treasurer, the City's portion for the City and Library Real Estate Taxes as to the subject parcel. This will take place and be paid by the City until the property is developed,by reason of a building permit being issued; or upon a Final Plat of Subdivision being recorded for any portion of the subject real property. E. Owners shall not re required by THE UNITED CITY OF YORKVILLE to hook-on to the city water or Sanitary Sewer System as a result of entering into this annexation Agreement, but may do so upon its desire to obtain those services,when available to the subject property. F. In the event City water and sewer are unavailable at the time Owners desires to develop the subject property,the City will give consideration to a request for a variance from its subdivision Control Ordinance for use of private well and septic systems. In determining the applicability of such a variance for the subject parcel, the City shall consider soil types, density, intended use of the development, and proximity of the subject parcel for extension of sanitary sewer and water mains, as well as capacity of those municipal and sanitary district systems. G. Upon annexation,police protection; 911 service, and library service will be provided by the City at no charge to Owners. H. The City will not require the Owners annex to Yorkville Bristol Sanitary District or other applicable sanitary district,until platting or a building permit seeking to hook up to the City sewer system is sought by Owners. 4 FINAL I. The UNITED CITY OF YORKVILLE will provide, through its Engineer or Planner, an initial concept plan, if so desired,to the property owners. City agrees that in consideration of Owners voluntarily entering into this Annexation Agreement,the City at its expense shall pay all of its Consultants, all publication,application, and recording fees for the Annexation and Zoning of the subject property including dedication of Greenbriar Right-of-Way,planning and shall at City expense,prepare an Annexation Plat thereof and all necessary Ordinances in an amount not to exceed$15,000.00. The OWNERS shall be responsible for any planning and/or engineering fees incurred not in excess of$15,000.00. I. The CITY will cooperate with OWNERS in obtaining all necessary governmental approvals including,without limitation,the approval of the Kendall County Department of Highways and/or the Illinois Department of Transportation("IDOT") access permits and right-of-way connections to the TERRITORY or any Parcel or Phase thereof. Subject to the temps of the Agreement,OWNERS shall dedicate to the CITY all necessary on-site right-of-ways, and construct all on-site public right-of-way improvements for the TERRITORY and all roadways as shown on the Site Plan attached hereto and incorporated herein as Exhibit"C". 5. OVERSIZING. In the event OWNERS is required on-site to oversize any water, storm sewer or City sanitary sewer lines to accommodate other properties, CITY agrees to require anyone connecting to said lines to pay the CITY who then shall reimburse OWNERS within 30 days of connection by the OWNERS of any other parcel of real property connecting to said improvements, for OWNERS'S costs in oversizing said lines including costs for deepening said lines and any engineering fees, and other costs associated therewith. hi the event the OWNERS seeks said reimbursement, the parties agree separately that the Recapture Agreement shall be executed pursuant to and in compliance with the Illinois Compiled Statutes,Local Government Act governing the Recapture with the requisite Public Hearing being held and Requisite Recapture Ordinance being approved by the City Council contingent on the percentage of the benefit to the OWNERS and including the service area effected. In the event any said oversizing is required, the CITY and OWNERS agree to prepare a Recapture Agreement and Recapture Ordinance detailing said costs and fees and approving the same within a reasonable amount of time after those costs are ascertained. OWNERS agrees to hold the UNITED CITY OF YORKVILLE harmless and indemnify the CITY from any liability as a result of any Recapture imposed. 6. TIME IS OF THE ESSENCE. 5 FINAL It is understood and agreed by the parties hereto that time is of the essence in this Agreement, and that all parties will make every reasonable effort to expedite the subject matter hereof. It is further understood and agreed by the parties that the successful consummation of this Agreement requires their continued cooperation. 7. BINDING EFFECT AND TERM. This Annexation Agreement shall be binding upon and inure to the benefit of the parties hereto,their successors and assigns including,but not limited to, successor ownerss of record, successor developers, lessees and successor lessees, and upon any successor municipal authority of the CITY and successor municipalities for a period of twenty(20)years from the later of the date of execution hereof and the date of adoption of the ordinances pursuant hereto. 8. NOTICES AND REMEDIES. Nothing contained herein shall require the original named OWNERS in this Agreement to undertake any of the development obligations in this Agreement; those obligations being the responsibility of the DEVELOPER of the subject parcel and/or future OWNERS of the subject parcel of real property. Upon a breach of this Agreement, any of the parties in any court of competent jurisdiction,by any action or proceeding at law or in equity,may exercise any remedy available at law or equity. Before any failure of any party of this Agreement to perform its obligations under this Agreement shall be deemed to be a breach of this Agreement, the party claiming such failure shall notify in writing,by certified mail/return receipt requested,the party alleged to have failed to perform,state the obligation allegedly not performed and the performance demanded. Notice shall be provided at the following addresses: CITY: UNITED CITY OF YORKVILLE 800 Game Farm Road Yorkville,IL 60560 OWNERS Dave Matlock&Carol Matlock 7375 E. High Point Road Yorkville,IL 60560 OWNERS'S ATTY: Law Offices of Daniel J.Kramer 1107A S. Bridge St. Yorkville,IL 60560 6 FINAL 9. AGREEMENT TO PREVAIL OVER ORDINANCES. In the event of any conflict between this Agreement and any ordinances of the CITY in force at the time of execution of this agreement or enacted during the pendency of this agreement, the provision of this Agreement shall prevail to the extent of any such conflict or inconsistency. 10. It is specifically understood and agreed that OWNERS and its successors and assigns shall have the right to sell,transfer,mortgage and assign all or any part of the PROPERTY or any Phase or Parcel and the improvements thereon to other persons, trusts, partnerships, firms, or corporations for ownership, operation, investment,building,financing, developing, construction and all such purposes, and that said persons, trusts,partnerships, firms or corporations shall be entitled to the same rights and privileges and shall have the same obligations as OWNERS has under this Agreement, and upon such transfer, such obligations relating to that part of the PROPERTY sold,transferred, mortgaged or assigned shall be the sole obligation of the transferee, except for any security posted by OWNERS on any subdivided or unimproved property for which an acceptable substitute security has not been submitted to the CITY, and transferor shall be relieved of all duties and obligations hereunder relating to that portion of the PROPERTY,Phase or Parcel so sold,transferred or assigned,without limiting the foregoing provisions of this Section. 11. PARTIAL INVALIDITY OF AGREEMENT. If any provision of this Agreement(except those provisions relating to the requested rezoning of the PROPERTY identified herein and the ordinances adopted in connection herewith),or its application to any person, entity, or property is held invalid, such provision shall be deemed to be excised herefrom and the invalidity thereof shall not affect the application or validity of any, other terms, conditions and provisions of this Agreement and,to that end,any terms, conditions and provisions of this Agreement are declared to be severable. If, for any reason during the term of this Agreement, any approval or permission granted hereunder regarding plans or plats of subdivision or zoning is declared invalid,the CITY agrees to take whatever action is necessary to reconfirm such plans and zoning ordinances effectuating the zoning,variations and plat approvals proposed herein. 11. USE OF PROPERTY FOR FARMING/ZONING. Any portion of the PROPERTY,which is not conveyed or under development as provided herein,may be used for farming purposes,regardless of the underlying zoning. IN WITNESS WHEREOF, the parties have executed this Annexation Agreement the day 7 FINAL and year first above written. CITY: THE UNITED CITY OF YORKVILLE By: MAYOR Attest: CITY CLERK OWNERS By: By: David Matlock Carol Matlock Attest: Attest: Prepared by and Return to: Law Offices of Daniel J. Kramer 1107A South Bridge St. Yorkville, IL 60560 630-553-9500 - - 8 i EXHIBIT A LEGAL DESCRIPTION: THAT PART OF SECTION 6, TOWNSHIP 36 NORTH, RANGE 7 EAST OF THE THIRD PRINCIPAL MERIDIAN DESCRIBED AS FOLLOWS: COMMENCING AT THE SOUTHEAST CORNER OF SILVER FOX SUBDIVISION; THENCE SOUTHERLY ALONG THE EASTERLY LINE OF SILVER FOX SUBDIVISION EXTENDED SOUTH, 115.00 FEET TO A LINE 115.00 FEET SOUTHERLY OF (as measured normal to) AND PARALLEL WITH THE SOUTHERLY LINE OF SAID SILVER FOX SUBDIVISION, FOR THE POINT OF BEGINNING; THENCE NORTHERLY ALONG SAID EASTERLY LINE AND EASTERLY LINE EXTENDED, 508.10 FEET TO THE NORTHERLY LINE OF GRANTOR'S PROPERTY AS DESCRIBED IN QUIT CLAIM DEED, RECORDED JANUARY 20, 2004 AS DOCUMENT NUMBER 1479; THENCE EASTERLY ALONG SAID NORTHERLY LINE 1641.42 FEET TO THE EASTERLY LINE OF SAID GRANTOR'S PROPERTY; THENCE SOUTHERLY ALONG SAID EASTERLY LINE 521.28 FEET TO A LINE 115.00 FEET SOUTH OF, (as measured normal to) AND PARALLEL WITH THE SOUTHERLY LINE OF SILVER FOX SUBDIVISION EXTENDED EASTERLY; THENCE WESTERLY ALONG SAID PARALLEL LINE, 1641.36 FEET TO THE POINT OF BEGINNING, IN KENDALL TOWNSHIP, KENDALL COUNTY, ILLINOIS. EXHIBIT B P.I.N. 05-06-400-002 PLAT OF ANNEXATION TO THE UNITED CITY OF YORKVILLE KENDALL COUNTY, ILLINOIS P 'A-E I N(Jl p' 4%PiFa a 1 � - UwiS fFSlfxu uYf[s >NNEXEO - 9�1EN C oROfa4D ��. _. xr lzaavxuwss A ;4 i y, .cru waalwnx.. 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IWNp;MIS 19M OFY D, ] 5 E PEr�y I,aac Engineering Enterprises,Inc. , 6LAND 52 N ,adw Road 6VR/EYgtf 'lln/4 NprBs Sugar 0rom Illlnols 60554 ocras-x Ia,.fa;u Pl,me: (630) 466-9350 raD51C nwc.!wacl]ao mmKProjl_,__,ate mLOCK(m 10119/20061:47:50 PM,bplemn \ EXHIBIT} C @ ± § 92` co § k g ® ;gn §§w \\ §\ §2� §ƒ 2 k jB�} =OQ_ p @ )22 §� , ]b� . _ — § 0 . j IJ ° I2 \ § \ $ !§ �± \ / Z> � ) § » $ kcok r �� , A � -im § ( // # ) z z k � � ! LW ; ! MOM ® k gyp : • pog §R � ; � §, STATE OF ILLINOIS ) ss COUNTY OFKENDALL ) ORDINANCE NO. 2006- AN ORDINANCE AUTHORIZING THE EXECUTION OF AN ANNEXATION AGREEMENT OF (Matlock Subdivision) WHEREAS, it is prudent and in the best interest of the UNITED CITY OF YORKVILLE, Kendall County, Illinois, that a certain Annexation Agreement pertaining to the annexation of real estate described on the Exhibit"A" attached hereto and made a part hereof entered into by the UNITED CITY OF YORKVILLE; and WHEREAS, said Annexation Agreement has been drafted and has been considered by the City Council; and WHEREAS, the legal owners of record of the territory which is the subject of said Agreement are ready, willing and able to enter into said Agreement and to perform the obligations as required hereunder; and WHEREAS, the statutory procedures provided in 65 ILLS 11-15.1-1, as amended, for the execution of said Annexation Agreement has been fully complied with; and Page 1 of 3 WHEREAS, the property is presently contiguous to the City NOW THEREFORE, BE IT ORDAINED BY THE MAYOR AND THE CITY COUNCIL OF THE UNITED CITY OF YORKVILE, KENDALL COUNTY, ILLINOIS, AS FOLLOWS; Section 1: The Mayor and the City Clerk are herewith authorized and directed to execute, on behalf of the City, an Annexation Agreement concerning the annexation of the real estate described therein, a copy of which Annexation Agreement is attached hereto and made a part hereof. Section 2: This ordinance shall be in full force and effect from and after its passage and approval as provided by law. JAMES BOCK JOSEPH BESCO VALERIE BURD PAUL JAMES DEAN WOLFER MARTY MUNNS ROSE SPEARS JASON LESLIE Approved by me, as Mayor of the United City of Yorkville, Kendall County, Illinois, this day of . A.D. 2006. MAYOR Page 2 of 3 Passed by the City Council of the United City of Yorkville,Kendall County, Illinois this day of A.D. 2006. ATTEST: CITY CLERK Prepared by: John Justin Wyeth City Attorney United City of Yorkville 800 Game Farm Road Yorkville, IL 60560 Page 3 of 3 STATE OF ILLINOIS ) SS COUNTY OF KENDALL ) ORDINANCE NO. 2006- AN ORDINANCE ANNEXING CERTAIN TERRITORY TO THE UNITED CITY OF YORKVILLE, KENDALL COUNTY,ILLINOIS Matlock Subdivision WHEREAS, a written petition, signed by the legal owner of record of all land within the territory hereinafter described,has been filed with the City Clerk of the United City of Yorkville,Kendall County, Illinois,requesting that said territory be annexed to the United City of Yorkville; and, WHEREAS, there are no electors residing within the said territory; and, WHEREAS, the said territory is not within the corporate limits of any municipality but is contiguous to the United City of Yorkville;and, WHEREAS, legal notices regarding the intention of the United City of Yorkville to annex said territory have been sent to all public bodies required to receive such notices by state statute; and, WHEREAS, copies of such notices required to be recorded, if any,have been recorded in the Office of the Recorder Kendall County, Illinois; and, WHEREAS, the legal owner of record of said territory and the United City of Yorkville have entered into a valid and binding annexation agreement relating to such territory; and, WHEREAS, all petitions, documents, and other necessary legal requirements are in full compliance with the terms of the annexation agreement and with the statutes of the State of Illinois, specifically Section 7-1-8 of the Illinois Municipal Code; and, WHEREAS, it is in the best interests of the United City of Yorkville that the territory be annexed thereto, NOW, THEREFORE, BE IT ORDAINED by the Mayor and City Council of the United City of Yorkville, Kendall County, Illinois, as follows: SECTION 1: The territory described in the Legal Description which is attached hereto and made a part of this Ordinance, that territory also being indicated on an accurate map of the annexed territory(which is attached hereto and made a part of this Ordinance), is hereby annexed to the United City of Yorkville, Kendall County, Illinois. SECTION 2: The City Clerk is hereby directed to record with the Kendall County Recorder and to file with the Kendall County Clerk a certified copy of the Ordinance, together with an accurate map of the territory annexed attached to this Ordinance. SECTION 3: This Ordinance shall be in full force and effect from and after its passage and approval as provided by law. JAMES BOCK JOSEPH BESCO VALERIE BURD PAUL JAMES DEAN WOLFER MARTY MUNNS ROSE SPEARS JASON LESLIE Approved by me, as Mayor of the United City of Yorkville,Kendall County, Illinois, this day of .A.D. 2006. MAYOR Passed by the City Council of the United City of Yorkville, Kendall County, Illinois this day of A.D. 2006. ATTEST: CITY CLERK Prepared by: John Justin Wyeth City Attorney United City of Yorkville 800 Game Farm Road Yorkville, IL 60560 EXHIBIT A LEGAL DESCRIPTION: THAT PART OF SECTION 6, TOWNSHIP 36 NORTH, RANGE 7 EAST OF THE THIRD PRINCIPAL MERIDIAN DESCRIBED AS FOLLOWS: COMMENCING AT THE SOUTHEAST CORNER OF SILVER FOX SUBDIVISION; THENCE SOUTHERLY ALONG THE EASTERLY LINE OF SILVER FOX SUBDIVISION EXTENDED SOUTH, 115.00 FEET TO A LINE 115.00 FEET SOUTHERLY OF (as measured normal to) AND PARALLEL WITH THE SOUTHERLY LINE OF SAID SILVER FOX SUBDIVISION, FOR THE POINT OF BEGINNING; THENCE NORTHERLY ALONG SAID EASTERLY LINE AND EASTERLY LINE EXTENDED, 508.10 FEET TO THE NORTHERLY LINE OF GRANTOR'S PROPERTY AS DESCRIBED IN QUIT CLAIM DEED, RECORDED JANUARY 20, 2004 AS DOCUMENT NUMBER 1479; THENCE EASTERLY ALONG SAID NORTHERLY LINE 1641.42 FEET TO THE EASTERLY LINE OF SAID GRANTOR'S PROPERTY; THENCE SOUTHERLY ALONG SAID EASTERLY LINE 521.28 FEET TO A LINE 115.00 FEET SOUTH OF, (as measured normal to) AND PARALLEL WITH THE SOUTHERLY LINE OF SILVER FOX SUBDIVISION EXTENDED EASTERLY; THENCE WESTERLY ALONG SAID PARALLEL LINE, 1641.36 FEET TO THE POINT OF BEGINNING, IN KENDALL TOWNSHIP, KENDALL COUNTY, ILLINOIS. EXHIBIT B PIN. 05-06.400.002 PLAT OF ANNEXATION TO THE UNITED CITY OF YORKVILLE KENDALL COUNTY, ILLINOIS w ra ]1[E5:v OF T - EtifN.'C%SIB✓rN9N•—/ 1 -vR04G�'cD ILJI F.,VIE O' ly �_ DIX.'1i0N]W00.11 ' ob{tiaaom...csti �J ~V cu�:axPnax, LOCATION MAP .^l v acncx 6 !unsex M ONIY.1-.1 Cu'a M N.T-5. MNU N.FU!ERON../S INLI. a!/x a lNE SNM.45 C m ar.1.1. 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IWxdq M6!9M aAYd .xW6 F Qf cE^x &E PEl1�oM14 1 Engineering Enterprises,Inc. ^Mr ''.2° ^ ' � .ES lM/151 5•m moms a Inso elwvEroia vl.a"Ul i z= 52 Vfieeler 6.atl Ph.n Crow•Illinois 60554 a.*anEe tY, . Phenr. (630) /66-9350 vOCf'• EhC, . STATE OF ILLINOIS ) ) ss COUNTY OF KENDALL ) ORDINANCE NO. 2006- AN ORDINANCE REZONING CERTAIN PROPERTY IN FURTHERANCE OF AN ANNEXATION AGREEMENT (Matlock Subdivision) WHEREAS, Dave and Carol Matlock are the legal owner of record of property described on Exhibit"A" attached hereto and incorporated herein(the Property), and WHEREAS Dave and Carol Matlock, developer of the Property has made application by petition for the rezoning of the Property pursuant to an Annexation of the Property, and WHEREAS, owners and developers have previously entered into an agreement for annexation, and zoning of the property, and WHEREAS, the Yorkville Plan Commission has recommended the rezoning of the property as R-2—One Family Residence District. NOW,THEREFORE BE IT ORDAINED BY THE MAYOR AND THE CITY COUNCIL OF THE UNITED CITY OF YORKVILLE, KENDALL COUNTY, ILLINOIS UPON MOTION DULY MADE, SECONDED AND APPROVED BY THE MAJORITY OF THOSE MEMBERS OF THE CITY COUNCIL VOTING,THAT: 1. The City Council approves the recommendation of the Plan Commission and hereby rezones the property as R-2 One-Family Residence District as described in attached Exhibit"B". 2. The Property shall be developed according to the terms of an Annexation Agreement previously adopted. 3: This Ordinance shall be in full force and effect from and after its passage and approval as provided by law. JAMES BOCK JOSEPH BESCO -, VALERIE BURD PAUL JAMES DEAN WOLFER MARTY MUNNS ROSE SPEARS JASON LESLIE Approved by me, as Mayor of the United City of Yorkville, Kendall County, Illinois, this day of .A.D. 2006. MAYOR Passed by the City Council of the United City of Yorkville, Kendall County, Illinois this day of .A.D. 2006. ATTEST: CITY CLERK Prepared by: John Justin Wyeth City Attorney United City of Yorkville 800 Game Farm Road Yorkville, IL 60560 I EXHIBIT A LEGAL DESCRIPTION: THAT PART OF SECTION 6, TOWNSHIP 36 NORTH, RANGE 7 EAST OF THE THIRD PRINCIPAL MERIDIAN DESCRIBED AS FOLLOWS: COMMENCING AT THE SOUTHEAST CORNER OF SILVER FOX SUBDIVISION; THENCE SOUTHERLY ALONG THE EASTERLY LINE OF SILVER FOX SUBDIVISION EXTENDED SOUTH, 115.00 FEET TO A LINE 115.00 FEET SOUTHERLY OF (as measured normal to) AND PARALLEL WITH THE SOUTHERLY LINE OF SAID SILVER FOX SUBDIVISION, FOR THE POINT OF BEGINNING; THENCE NORTHERLY ALONG SAID EASTERLY LINE AND EASTERLY LINE EXTENDED, 508.10 FEET TO THE NORTHERLY LINE OF GRANTOR'S PROPERTY AS DESCRIBED IN QUIT CLAIM DEED, RECORDED JANUARY 20, 2004 AS DOCUMENT NUMBER 1479; THENCE EASTERLY ALONG SAID NORTHERLY LINE 1641.42 FEET TO THE EASTERLY LINE OF SAID GRANTOR'S PROPERTY; THENCE SOUTHERLY ALONG SAID EASTERLY LINE 521.28 FEET TO A LINE 115.00 FEET SOUTH OF, (as measured normal to) AND PARALLEL WITH THE SOUTHERLY LINE OF SILVER FOX SUBDIVISION EXTENDED EASTERLY; THENCE WESTERLY ALONG SAID PARALLEL LINE, 1641.36 FEET TO THE POINT OF BEGINNING, IN KENDALL TOWNSHIP, KENDALL COUNTY, ILLINOIS. `QED C/Tr Reviewed By: L0 Legal ❑ City Council EST Finance ❑ 1 _ Engineer ❑ < y City Administrator ❑ Agenda Item Tracking Number 09 IN PC 2006-7$ J. �O Consultant ❑ �e t��? Human Resources F1 City Council Agenda Item Summary Memo Title: Westhaven—PUD Amendment Request City Council/COW/Committee Agenda Date: October 24, 2006 Synopsis: Council Action Previously Taken: Date of Action: Action Taken: Item Number: Type of Vote Required: Council Action Requested: Submitted by: Travis Miller Community Development Name Department Agenda Item Notes: I STATE OF ILLINOIS ) ) ss COUNTY OF KENDALL ) ORDINANCE NO. 2006 - AN ORDINANCE AUTHORIZING THE EXECUTION OF THE AMENDMENT TO ANNEXATION AGREEMENT AND PLANNED UNIT DEVELOPMENT AGREEMENT BETWEEN THE UNITED CITY OF YORKVILLE AND MPLIV 10,LLC,MPLIV 20, LLC,MLH YORKVILLE,LLC OWNERS OF RECORD FOR THE GARRITANO/BRUMMEL PROPERTY WHEREAS, MPLIV 10,LLC,MPLIV 20,LLC,MLH YORKVILLE,LLC are the OWNER of certain real property within the United City of Yorkville, Kendall County,Illinois commonly known WESTHAVEN SUBDIVISION; and WHEREAS,PULTE HOME CORPORATION was the former DEVELOPER of said real estate; and WHEREAS,LAKEWOOD LAND LLC is the current DEVELOPER of said real estate; and WHEREAS, said real estate is the subject matter of a certain ANNEXATION AGREEMENT AND PLANNED UNIT DEVELOPMENT AGREEMENT BETWEEN THE UNITED CITY OF YORKVILLE AND MPLIV 10,LLC,MPLIV 20,LLC, MLH YORKVILLE,LLC, and WHEREAS,the OWNER and the current DEVELOPER have requested an amendment to the Annexation and Planned Unit Development Agreement executed on September 27, 2005 to provide for an amendment to the Preliminary Plan and certain provisions to the Agreement as described in the AMENDMENT TO ANNEXATION AGREEMENT AND PLANNED DEVELOPMENT AGREEMENT; and Page 1 of 3 WHEREAS, a Public Hearing was held before the City Council of the United City of Yorkville; and WHEREAS, it is in the best interest of the City that the Amendment to Annexation Agreement and Planned Unit Development Agreement be approved; and WHEREAS, a draft of said Amendment to Annexation Agreement and Planned Unit Development Agreement has been considered by the City Council; and WHEREAS, the legal owners of record of the territory which is the subject of said Agreement are ready, willing and able to enter into said Agreement and to perform the obligations as required hereunder; and WHEREAS, the statutory procedures provided in 65 ILCS 5/11-15.1-1, et al as amended, for the execution of said Second Amendment to Annexation and Planned Unit Development Agreement have been fully complied with. NOW THEREFORE, BE IT ORDAINED BY THE MAYOR AND CITY COUNCIL OF THE UNITED CITY OF YORKVILLE, KENDALL COUNTY, ILLINOIS, AS FOLLOWS: SECTION 1: That the Mayor and City Clerk are herewith authorized and directed to execute, on behalf of the City, the Amendment to Annexation Agreement and Planned Unit Development Agreement. SECTION 3: That this Ordinance shall be in full force and effect from and after its passage and approval as provided by law. IN WITNESS WHEREOF, this Ordinance has been enacted this day of , 2006 by the City Council of the United City of Yorkville. JAMES BOCK JOSEPH BESCO Page 2 of 3 VALERIE BURD PAUL JAMES JASON LESLIE MARTY MUNNS ROSE SPEARS DEAN WOLFER Approved by me, as Mayor of the United City of Yorkville, Kendall County, Illinois, this Day of A.D.2006. MAYOR Passed by the City Council of the United City of Yorkville, Kendall County, Illinois this day of A.D. 2006. ATTEST: CITY CLERK Prepared by: John Justin Wyeth City Attorney United City of Yorkville 800 Game Farm Road Yorkville, IL 60560 Page 3 of 3 Draft-Modifications since 10/17106 EDC/COW AMENDMENT TO ANNEXATION AGREEMENT AND PLANNED DEVELOPMENT AGREEMENT DATED ,2006 BETWEEN MPLIV 10,LLC, MPLIV 20,LLC, MLH YORKVILLE,LLC, LAKEWOOD LAND L.L.C., AND THE UNITED CITY OF YORKVILLE,ILLINOIS /343054.v 36 10/44IN2006 314:15 PA4AM Draft-Modifications since 10/17106 EDC/COW STATE OF ILLINOIS ) SS COUNTY OF KENDALL ) AMENDMENT TO ANNEXATION AGREEMENT AND PLANNED DEVELOPMENT AGREEMENT This AMENDMENT TO ANNEXATION AGREEMENT AND PLANNED DEVELOPMENT AGREEMENT (this "Amendment") is made and entered into this _ day of , 2006, by and between MPLIV 10, LLC ("MPLIV 10"), MPLIV 20, LLC ("MPLIV 20") AND MLH YORKVILLE, LLC ("MLH'; collectively with 10 and 20 referred to herein as "Owners"), LAKEWOOD LAND L.L.C. and its successors and assigns ("Lakewood") the UNITED CITY OF YORKVILLE, ILLINOIS, an Illinois municipal corporation(the "CITY"),by and through its Mayor and CITY Council(hereinafter referred to collectively as the "Corporate Authorities"). WITNESS: WHEREAS, on September 27, 2005, Owners and Pulte Home Corporation, a Michigan corporation ("Pulte") entered into an Annexation Agreement and Planned Development Agreement(the "Agreement") with the City for the annexation and rezoning of certain tracts and parcels of land collectively called the "Subject Property'; and WHEREAS, RAPLW—�IIIH is the owner of that portion of the Subject Property that is legally described as Parcel 2 of Exhibit C attached hereto and made a part hereof (the "Northern Commercial Parcel'); and WHEREAS, [MPLIV 201 is the owner of that portion of the Subject Property that is legally described in Parcel 1 of Exhibit C attached hereto and made a part hereof(the "Southern Commercial Parcel; collectively with the Northern Commercial Parcel referred to herein as the "Commercial Parcel'); and WHEREAS, MLH is the owner of approximately 161.3 acres of the Subject Property that are legally described on Exhibit B-2(2) attached hereto and made a part hereof (the "Conventional Residential Parcel'); and WHEREAS, MLH and MPLIV 10 are the owners of approximately 312.3 acres of the Subject Property that are legally described on Exhibit B-1 attached hereto and make a part hereof (the "Age-Restricted Residential Parcel'); and WHEREAS, Pulte has withdrawn as developer of the Subject Property, no longer intends to develop any portion of the Subject Property, and has no contractual interest in any of the Subject Property; and WHEREAS, Lakewood has entered into a contract with MLH to purchase a portion of the Age-Restricted Residential Parcel and has entered into a separate contract with MPLIV 10 to purchase the remaining portion of the Age-Restricted Residential Parcel; and 2 Draft-Modifications since 10/17106 EDOlOOW WHEREAS, Lakewood intends to assign its rights and obligations under the aforementioned contracts for the Age-Restricted Residential Parcel to an affiliate of Lakewood which will develop the Age-Restricted Restricted Residential Parcel; and WHEREAS, Lakewood intends to assume the obligations of "Developer" under the Agreement with respect to the Age-Restricted Residential parcel, but no other obligations under the Agreement; and WHEREAS, Lakewood shall have no obligations relating to any portion of the Subject Property other than the Age-Restricted Residential Parcel; and WHEREAS, Lakewood, the Commercial Developer and the developer of any other portion of the Subject Property shall hereinafter be referred to individually as "Developer" and collectively as "Developers" and each Developer shall be liable for the portion of the Subject Property that they develop; and WHEREAS, it is the intent of the parties that, except as expressly noted, the financial and performance obligations owed to the City under the Agreement shall be performed by the entity directly responsible for the development of that part of the Subject Property in question, (when the term "Developer" is used throughout this Agreement, it refers to the actual entity that applies for and receives approval as to final plats, or seeks or obtains building permits for any or all of the Subject Property). It has been disclosed by Owners and Lakewood and acknowledged by the City that the Developer of any part of the Subject Property need not be Owner or Lakewood; and WHEREAS, from and after the date of this Amendment, when the term "Agreement" is used throughout the Agreement and this Amendment, it shall mean the Agreement as amended by this Amendment; and WHEREAS, Owner proposes that the Subject Property be re-zoned under the Zoning Ordinance as follows: (1) an R-3 Single-Family Residence District under the Ordinance with a Special Use for a Planned Development as an age-restricted community consisting of detached single family residences on the Age-Restricted Residential Parcel, which is depicted as Neighborhoods 1 through 14 on the Land Plan prepared by SEC Planning Consultants dated February 23, 2006 (the "Concept Plan") attached hereto as Exhibit D and depicted on the Preliminary PUD Plat prepared by Smith Engineering Consultants, Inc. and comprised of 32 pages and dated March 23, 2006 ("Preliminary PUD Plan") attached hereto as Exhibit E-1, the Preliminary Landscape Plan prepared by SEC Planning Consultants dated February 23, 2006 ("Preliminary Landscape Plan") attached hereto as Exhibit E-2, and the Preliminary PUD Plan prepared by Smith Engineering Consultants, Inc. comprised of 9 pages and last revised March 23, 2006 ("Preliminary Engineering Plan") attached hereto as Exhibit E- 3; (ii) an R-2 Single Family Residence District as a community consisting of detached single- family residences on the Conventional Residential Parcel, which is depicted as Neighborhoods 15 and 16 on the Concept Plan; and(iii) a B-3 Business District with the uses listed as Permitted Uses in the B-3 Business District on the Commercial Parcel,which is depicted as commercial on the Concept Plan; and WHEREAS, all public hearings, as required by law, were duly held by the appropriate hearing bodies of the City upon the matters covered by this Amendment. The City's Plan Commission conducted public hearings regarding the re-zoning, special use and Amendment to 3 Draft-Modifcations since 10/17106 EDC/COW the Preliminary PUD Plan for the Age-Restricted Residential Parcel requested in the Amendment; and WHEREAS, Owners and Lakewood are duly authorized to enter into this Amendment and desire to enter into this Amendment with the City; and WHEREAS, pursuant to the provisions of Section 11-15.1-1 et seq. and Section 7-1 et seq. of the Illinois Municipal Code, the proposed Amendment, in substance and in form substantially the same as this Amendment, was submitted to the Corporate Authorities and a public hearing was held thereon pursuant to notice as provided by ordinance and statute; and WHEREAS, in accordance with the powers granted to the City by the provisions of 65 ILCS 5111-15.1-1 through 15.1-5, inclusive, relating to amendment of annexation agreements, the parties hereto wish to enter into a binding agreement to amend certain provisions of the existing annexation agreement, as authorized by the provisions of said statutes; and WHEREAS, the Corporate Authorities of the City, after due deliberation have, by ordinance duly adopted, approved this Amendment and have directed the Mayor and Clerk of the City to execute this Amendment. NOW, THEREFORE, in consideration of the mutual covenants and agreements herein contained,the parties hereto agree as follows: I. INCORPORATION OF PREAMBLES. The forgoing Preambles to this Amendment are incorporated herein by reference as though fully set forth herein verbatim. II. RE-ZONING AND APPROVAL OF NEW PLANNED UNIT DEVELOPMENT 2.1 The parties have agreed to re-zone the Subject Property as follows: A. As soon as reasonably practicable following the execution of this Amendment, the Corporate Authorities shall adopt such ordinances as may be necessary and appropriate to rezone the Subject Property, other than the Conventional Residential Parcel, under the Zoning Ordinance as follows: (i) an R-3 Single Family Residence District under the Zoning Ordinance with a Special Use for a Planned Development as an age-restricted community consisting of detached single-family residences in accordance with the Preliminary PUD Plan attached hereto as Exhibit E-1, the Preliminary Landscape Plan attached hereto as Exhibit E-2 and the Preliminary Engineering Plan attached hereto as Exhibit E-3 and this Agreement for the Age-Restricted Residential Parcel legally described on Exhibit B-1; and (ii) a B-3 Business District with the uses listed as Permitted Uses in the B-3 Business District on the Commercial Parcel legally described on Exhibit C attached hereto; provided that the interim use of all or any portion of the Subject Property as agricultural shall be permitted as legal non-conforming uses of the Subject Property until such portions are actually developed. B As soon as reasonably practicable after the Conventional Residential Parcel depicted on Exhibit B-2(2) becomes contiguous with the corporate boundaries of the 4 Draft-Modifications since 10/17/06 EDC/COW City, the Corporate Authorities shall adopt such ordinances as may be necessary and appropriate to annex and rezone the Conventional Residential Parcel under the provisions of the Zoning Ordinance as an R-2 Single-Family Residence District as a community containing detached single-family residences on approximately 161.3 acres. C. Owners and Developer agree that the Subject Property shall be developed in accordance with the ordinances of the City, as approved or subsequently amended,unless otherwise provided for herein, and agree to follow all of the policies and procedures of the City in connection with such development except as modified in this Agreement and the Preliminary PUD Plan (Exhibit E-1), Preliminary Landscape Plan (Exhibit E-2) and Preliminary Engineering Plan(Exhibit E-3). D. The City agrees to consider future applications for a special use if required by the Zoning Ordinance, for portions of the Commercial Parcel, including applications for uses that are designated special uses within the B-3 zoning classification as of the date of this Agreement. At such time as the locations of any of such uses are determined, Owner of the Commercial Parcel shall apply for special uses therefor and the City shall conduct any necessary public hearings therefor, after the application is made. 2.2 Exhibit B-1. From and after the date that the Subject Property is rezoned in accordance with this Amendment, all references to Exhibit B-1 to the Agreement shall be deemed to be references to Exhibit B-1 attached hereto. 2.3 Exhibit B-2(1). From and after the date that the Subject Property is rezoned in accordance with this Amendment, all references to Exhibit B-2(1) to the Agreement shall be deemed to be references to Exhibit B-2(1) attached hereto. 2.4 Exhibit B-2(2). From and after the date that the Subject Property is rezoned in accordance with this Amendment, all references to Exhibit B-2(2) to the Agreement shall be deemed to be references to Exhibit B-2(2) attached hereto. 2.5 Exhibit C. From and after the date that the Subject Property is rezoned in accordance with this Amendment, all references to Exhibit C to the Agreement shall be deemed to be references to Exhibit C attached hereto. 2.6 Exhibit D. From and after the date that the Subject Property is rezoned in accordance with this Amendment, all references to Exhibit D to the Agreement shall be deemed to be references to Exhibit D attached hereto. 5 Draft-Modifications since 10/17/06 EDCICOW 2.7 Exhibit E. From and after the date that the Subject Property is rezoned in accordance with this Amendment, all references to Exhibit E to the Agreement shall be deemed to be references to Exhibit E-1 "Preliminary PUD Plat for Age-Restricted Residential Parcel," Exhibit E-2 "Preliminary Landscape Plan for Age-Restricted Residential Parcel' and Exhibit E-3 "Preliminary Engineering Plan for Age-Restricted Residential Parcel' attached hereto. III. SUBSTITUTION OF EXHIBIT F - Exhibit F to the Agreement "List of Variations for Age-Restricted Residential Parcel' is hereby deleted in its entirety and replaced with Exhibit F "Standards for Age-Restricted Residential Parcel' attached hereto. IV. UTILITIES,EASEMENTS AND PUBLIC IMPROVEMENTS The first paragraph of Section 4 of the Agreement "Utilities, Easements and Public Improvements" is hereby deleted in its entirety from the Agreement and replaced with the following paragraph: 4. UTILITIES, EASEMENTS AND PUBLIC IMPROVEMENTS. Owners and Developer agree that any extension and/or construction of the utilities and public improvements shall be performed in accordance with existing City subdivision regulations as varied by this Agreement. Any on-site work and the cost thereof shall be the responsibility of Owners and Developer within their respective parcels. The utilities and public improvements to be installed on the Age Restricted Residential Parcel are depicted on Exhibit E-3 attached hereto ('PUD Utilities and Public Improvements"). The City shall have the sole responsibility of obtaining any off-site easements for sanitary sewer and the water distribution and responsibility for off-site street related improvements. In the event the City cannot obtain the necessary off-site easements for the extension of the watermains, Owners and Developer shall be allowed to extend water mains or sewer from other locations to their respective parcels on the Subject Property within existing easements or rights-of-way. 42 The following new third paragraph to Section 4 is hereby added to the Agreement: All stormwater basins constructed by an Owner or Developer of the Age-Restricted Residential Parcel or the Conventional Residential Parcel on its respective Residential Parcel shall either be maintained by such Owner or Developer or shall be maintained by the Association (as hereinafter defined) for such Residential Parcel. All stormwater basins constructed on the Commercial Parcel by the Owner of the Commercial Parcel or by the Commercial Developer shall be maintained by such Owner or by the Commercial Developer. 6 Dreg-Modifications since 10/17/06 EDGCOW V. WELL SITE The following new Section 5.E is hereby added to the Agreement: E. On or after the date hereof, the City and its representatives may, from time to tune, enter upon the Subject Property for the purposes of inspecting and drilling the same in order to locate a well site. The Owners and Developers agree to cooperate with the City in the conduct of its investigations. "t' such :..°esti...t:,...,. °°a st..a.es .._e to be at the City's ,.,.1e ,.ss n e.Said right of entry is upon the express condition that the City shall not suffer or permit any mechanics' liens to attach to the Subject Property. The City shall indemnify, save and hold the Owners and Developers harmless from and against any claim of loss or damage made by any third party arising from the entry onto the Subject Property by the City, its employees, representatives, or agents. The City shall be liable for actual damage to crops calculated on a per acre basis based upon the current prevailing market rates for the crop in question. The City shall notify the applicable Owner and Developer of the Subject Property of its proposed location of a one half acre well site on the such Owner's and Developer's portion of the Subject Property (the "Well Site"), which location shall be subject to the reasonable approval of such Owner and Developer. The Owner of such portion of the Subject Property shall donate the Well Site to the City; provided, however that the location of the Well Site shall not reduce the density of the such Owner's or Developer's parcel and shall not require changes to such Owner's or Developer's Preliminary Engineering Plans or otherwise substantially impact such Owner's or Developer's engineering. At the time each Owner/Developer applies for its first final plat such Owner/Developer shall nay a fee to the City to reimburse the CibJQC the aforementioned well site investigation The amount of such fee shall equal $9.39 multiplied by the number of acres in such Owner/Developer's portion of the Subiect Prnnerty VI. FACILITIES PLANNING AREA Section 6.0 of the Agreement is hereby deleted in its entirety from the Agreement and replaced with a new Section 6.0 which reads as follows: C. That the Subject Property is entirely within the Facilities Planning Area (the "FPA") of the YBSD. VII. SANITARY SEWER INTERCEPTOR FUNDING AGREEMENTS 7.1 Section 6.E of the Agreement is hereby deleted in its entirety from the Agreement and replaced with a new Section 6.E which reads as follows: E. In order to assist the City in funding the cost of extending the Rob Roy Interceptor from Row Rey GFeekthe YBSD Treatment Plant to the Subject Property and through the Subject Property to the Commonwealth Edison right of way and in funding the cost of extending the Westerly Trunk Line to the westerly boundary of the Age- Restricted Residential Parcel as provided herein, each Owner shall individually, at the request of the City enter into a "Sanitary Sewer Interceptor Funding Agreement" similar to the agreement recently entered into by the City, YBSD and several developers for the funding of the cost of building the Rob Roy Interceptor, whereby such Owner shall 7 Draft-Modifications since 10117/06 EDC/COW prepay the amounts due to Ehe--�X= under the City and YBSD Ordinance ($4-,2503 per acre Infrastructure Participation Fee to due YBSD and $2,000 per unit City Sewer Connection Fee) for its portion of the Subject Property equal to its proportionate share to service the bonds issued to pay for the costs of installing the interceptors referred to in this Section 6.E. 7.2 Rob Roy Creek. The following new Section 6.G is hereby added to the Agreement: G. The Owners and Developer of the Commercial Parcel shall provide profiles as well as provide appropriate discharge enhancements for stormwater into Rob Roy Creek as part of any preliminary and final landscaping or preliminary and final engineering plat for a Phase or Phases affecting Rob Roy Creek as determined by the City. The Owners and Developer of the Commercial Parcel shall provide the engineering and installation of the Rob Roy Regional Trail as part of any preliminary and final landscaping or preliminary and final engineering plan for a Phase or Phases containing the Rob Roy Regional Trail. VIII. STREETS AND ROADS 8.1 Perimeter Roadways. Section 7.13 of the Agreement "Perimeter Roadways" is hereby deleted in its entirety from the Agreement and replaced with a new Section 7.11 which reads as follows: B. Perimeter Roadways. Subject to the applicable governmental laws, ordinances and regulations, those portions of the perimeter roadways to the Age-Restricted Residential Parcel, Conventional Residential Parcel and Commercial Parcel as depicted on Exhibit N attached hereto shall be dedicated, constructed and/or bonded by the Developer of such parcel as it develops such parcel. The costs incurred in connection with any parcel shall be credited against the $2,000 per unit Off-Site Road Fee otherwise payable to the City for such parcel and shall further be credited against the $4-,999I.542 per unit Kendall County Transportation Fee as to the access improvements installed on Galena Road, only. All other improvements to Galena Road and Base Line Road required by the City shall be installed by the City at its own cost. 8.2 Beecher Road The following new Section 7.0 is hereby added to the Agreement: C. Beecher Road. Lakewood's obligation, as depicted on Exhibit N, to construct, install and dedicate Beecher Road from its southernmost point at Galena Road to its termination point at Base Line Road at such time as the portion of the Age-Restricted Residential Parcel adjacent to Beecher Road is developed, which may be in the final phase of Lakewood's development, shall be subject to the requirements of this Section 7.C. The City has requested that Lakewood construct Beecher Road wider than a normal 8 Draft-Modifcffiions since 10/17/06 EDUCOW local residential City street and Lakewood has agreed to build such wider road provided that Lakewood receives a credit against the $2,000 per unit Off-Site Road Fee otherwise payable to the City for the Age-Restricted Residential Parcel and the $4-,WQ1542 per unit Kendall County Transportation Fee payable for the Age-Restricted Residential Parcel (collectively,the 'Road Credits"). The amount of the Road Credits shall equal the difference between the cost to build Beecher Road as requested by the City and the cost to construct a normal local residential City street (the 'Excess Road Costs") for all of Beecher Road from Galena Road to its termination point at Base Line Road. In addition, the Owner of the Conventional Residential Parcel shall enter into to enter into a recapture agreement with Lakewood which shall provide that Lakewood shall be reimbursed for the difference between: (a) the cost of designing and installing the portion of Beecher Road from the southern boundary of the Conventional Residential Parcel to its termination point at Base Line Road and(b)the amount of Road Credits Lakewood receives from the City and Kendall County which are applicable to the portion of Beecher Road from the southern boundary of the Conventional Residential Parcel to its termination point at Base Line Road. The recapture agreement shall be prepared by Lakewood and shall be reasonably acceptable to the Owner of the Conventional Residential Parcel. Such recapture agreement shall explicitly give Lakewood an easement for installing Beecher Road through the Conventional Residential Parcel. It shall also provide that Lakewood shall have the right to assign the agreement or the benefits of the agreement to a third party, that Lakewood shall be entitled to interest at the prime rate of interest published in the Wall Street Journal from the date the work on Beecher Road is completed until the date Lakewood is repaid and that the entire amount of the recapture shall be due Lakewood on the date development commences on the Conventional Residential Parcel, but in no event later than 10 years from the date of the recapture agreement. The parties acknowledge that there is a portion of property(the "Intervening Parcels") to the north of the Age-Restricted Residential Parcel and to the south of the Conventional Residential Parcel that is not owned by any Owner and that Lakewood will be unable to connect Beecher Road from the Age-Restricted Residential Parcel to the Conventional Residential Parcel without an easement from the owners of the Intervening Parcels. The Owner of the Conventional Residential Parcel agrees and acknowledges that it is obligated to obtain easements for the benefit of Lakewood from the owners of the Intervening Parcels at no cost to Lakewood and that Lakewood shall have no obligation to connect the portion of Beecher Road on the Conventional Residential Parcel to the southern portion of Beecher Road unless the Owner of the Conventional Residential Parcel obtains such easements at no cost to Lakewood. 8.3 Route 47 Improvements. The following new Section 7.D is hereby added to the Agreement: D. Route 47 Improvements. 1. Owner & Developers Participation in Engineering Expenses. The Owner and Developers of the Commercial Parcel agree to financially participate in the engineering expense for the improvement of Illinois Route 47 adjacent to the Subject Property pursuant to the terms of this Agreement. Sueh n.....,...!.. ., a 9 Draft-Modifications since 10117/06 EDC/COW Such Owner's and Developers'portion of said Route 47 engineering expense shall not exceed $210,261.00. Such Owner and Developers shall make the aforesaid payment for engineering expense only and shall not at any time be required by the City to pay any sum to the City for the improvements to Route 47. Said $210,261.00 payment will be payable at time of final plat or building permit approval, whichever is first, of any portion of the 110 acre Commercial Parcel depicted on the Concept Plan. Furthermore, the City will agree to support a permit for at least two full access points into the Subject Property from Illinois Route 47 as a condition to the payment of said engineering expense for Illinois Route 47. 2. Dedication of Land. Upon City verifying to Owner and Developer of the Commercial Parcel that the funding mechanisms contemplated in the subsequent paragraphs are adequately provided for, then within thirty (30) days of a written request from the City which includes legal descriptions and exhibits as necessary, Owner and Developer of the Commercial Parcel shall by warranty deed, grant fee simple title to the necessary right-of-way, as determined by the Route 47 Phase I Engineering Study to the Illinois Department of Transportation to provide the necessary land for widening of Route 47. 3. Value of Land Dedication. The Parties agree that the land which is to be dedicated to the Illinois Department of Transportation to provide the necessary right-of-way for the widening of Route 47 shall be valued at the-higher of either a fixed value of two-hundred and seventy-five thousand dollars ($275,000.00) per acre, or based upon a real estate appraisal of said land to be conducted as part of the Phase 1 Engineering Study for the project. 4. Tax Rebate Agreement. To offset the land cost associated with the Owner, the engineering expense for and Developer's land dedication required by the City for Route 47 widening, as well as any improvements and/or signalization along Route 47 abutting the Subject Property mandated by the Illinois Department of Transportation as part of the approval for access to the Subject Property, the City agrees to enter into a sales tax rebate agreement with the Owner(s) and Developer(s) of the Commercial Parcel. Consistent with the terms of this Agreement the City shall place in a separate account for the benefit of Owner(s) and Developer(s) of the Commercial Parcel fifty percent (50%) of the City's one percent (1%) portion of the State Retailer's Occupation Tax received by the City as a result of the development of the Commercial Parcel. The period of computation shall begin for Developer(s), and Owner(s) upon occupancy of the first unit of commercial retail development within each respective Lot on the Commercial Parcel, and will continue for a period of twenty (20) years or until the Owner(s) and Developer(s) have been rebated one hundred percent(100%) of their respective share of the Route 47 land dedication, as well as one-hundred percent (100%) of their respective share of the $210,261.00 payment set forth herein, as well as six percent(6%)interest, whichever occurs first. 5. City and State Cooperation to Improve Route 47. It is contemplated between the Parties that the City may create a Business District as described by the Business District Development and 10 Draft-Modifications since 10117/06 EDC/COW Redevelopment Act, 65 ILCS 5/11-74.3 et seq. which would allow for the generation of additional sales tax revenue on the Commercial Parcel, at a rate of no more than an additional one percent (1%) tax. if the City is suese,.. id :r „1,t..:..:..,. t4e ,.aa:t:,..,..1 ta* rsvemaes a..,.ugh the State ,.Mine:, the., a eThe Owner/Developer agrees to not object to the creation of said Business District. One hundred percent (100%) of all revenues received as a result of the aforesaid additional tax would be rebated back to the Owner(s) and Developer(s) by City as reimbursement for Owner(s) and Developer(s') respective share of deli med land, _ g the $210,261.00 for engineering expenses; ands for improving and/or signalizing Route 47 abutting the Subject Property. Furthermore, the City agrees to make every reasonable effort to petition the State of Illinois to relinquish a percentage of the State's portion of the State Retailer's Occupation Tax, and pay any such funds relinquished directly to the City. If the State of Illinois enters into such an agreement with the City to release any portion of the State's share of the State Retailers Occupation Tax then one hundred percent (100%) of such funds shall be paid by the City to the Owner(s) and Developer(s) to help offset the Owner(s') and Developer(s') extraordinary expenses incurred in dedicating land, and making the $210,261.00 payment set forth herein, and for improving and/or signalizing Route 47 abutting the Subject Property. It is also understood by and between the Parties that subsequent to the execution of this Agreement the City may explore and implement an alternative method of financing the required Route 47 improvements, which alternative may not have been contemplated in this Agreement, such as the establishment of a TIFF district, Special Service Area, or Bond Financing. If subsequent to the execution of this Agreement the City establishes such an alternative form of funding to improve Route 47 the Owner(s) and Developer(s) of the Commercial Parcel shall have the right to participate in any such alternative form of financing if they should so choose at their sole option.-. 8.4 Exhibit N. Exhibit N to the Agreement "Perimeter Roads for Which Developer Has Responsibility" is hereby deleted in its entirety and replaced with Exhibit N "Perimeter Roads for Which Owners and/or Developers Have Responsibility" attached hereto. IX. FEES AND CHARGES 9.1 Section 13.A. Section 13.A of the Agreement is hereby deleted in its entirety from the Agreement and replaced with a new Section 13.A which reads as follows: A. During the first five (5)years following the date of this Agreement, the City shall impose upon and collect from the Owners and/or Developer, and their respective contractors and suppliers, only those permit, license, tap-on and connection fees and charges, and impact fees and in such amount or at such rate, as are in effect on the date of 11 Draft-Modifications since 10/17/06 EDC/COW this Agreement and as are generally applied throughout the City, except as otherwise expressly provided for in this agreement on the Fee Schedules attached hereto and made a part hereof as Exhibit H-1 and Exhibit H-2. At the expiration of this five (5) year term, the City shall give the Owners and Developer a one (1) year grace period from the date they are notified of any changes to the permit, license, tap on and connection fees and charges in order to comply with the new regulations,but no increased impact fees or new impact fees shall apply to the Subject Property. 9.2 Exhibit H-1. Exhibit H-1 to the Agreement "Fee Schedule for Age-Restricted Residential Parcel' is hereby deleted in its entirety and replaced with Exhibit H-1 "Fee Schedule for Age- Restricted Residential Parcel' attached hereto. 9.3 Exhibit H-2. Exhibit H-2 to the Agreement "Fee Schedule for Conventional Residential Parcels" is hereby deleted in its entirety and replaced with Exhibit H-2 "Fee Schedule for Conventional Residential Parcels" attached hereto. X. SCHOOL AND PARK DONATIONS 10.1 Section 15 of Agreement. _ _- Section 15 of the Agreement is hereby deleted in its entirety from the Agreement and replaced with a new Section 15 which reads as follows: 15. SCHOOL AND PARK DONATIONS. The Owner and/or Developer of the Conventional Residential Parcel shall be responsible for making the contributions outlined in Exhibit I to the Yorkville Community School District #115 ("School District"), and the City for the estimated impact and donation that is projected to be experienced by said entities as a result of the development of the Conventional Residential Parcel in the manner provided for under this Agreement. The Owner and/or Developer of the Residential Parcels shall be responsible for making the contributions outlined in Exhibit J to the City of Yorkville Park Department ('Park Department") and the City for the estimated impact and donation that is projected to be experienced by said entities as a result of the development of the Residential Parcels in the manner provided for under this Agreement. There shall be no school contribution required for the Age- Restricted Residential Parcel except as the Owner and/or Developer thereof may voluntarily agree to with the School District in the sole determination of such Owner and/or Developer and there shall be no other school and park contributions required for the Residential Parcels,except as set forth in Exhibits I and J. There shall be no school or park contributions required or made for the Commercial Parcel. For purposes of making any donations to the Park Department for the Age-Restricted Residential Parcel, the formula utilized by the City establishing the amount of the contribution on the basis of expected population to be generated by a development shall be revised to attribute a population of 1.8 adult persons per dwelling unit in order to arrive at a donation for each dwelling unit within the Age-Restricted Residential Parcel. All cash donations to the 12 Draft-Modifications since 10117/06 EDC/COW Park Department from the Age-Restricted Residential Parcel shall be used by the City for donations based on expected population. 10.2 Exhibit I. Exhibit I to the Agreement "School Contributions" is hereby deleted in its entirety and replaced with Exhibit I "School Contributions" attached hereto. 10.3 Exhibit J. Exhibit J to the Agreement "Park Contributions" is hereby deleted in its entirety and replaced with Exhibit J "Park Contributions" attached hereto. XI. SUBSTITUTION OF EXHIBIT K Exhibit K to the Agreement "Signage" is hereby deleted in its entirety and replaced with Exhibit K "Signage" attached hereto. XII. LOCATION OF MODEL HOMES IN AGE-RESTRICTED RESIDENTIAL PARCEL 12.1 Section 17. The first paragraph of Section 17 is hereby deleted from the Agreement and replaced with a new first paragraph of Section 17 which reads as follows: 17. MODEL HOMES, PRODUCTION UNITS AND SALES TRAILERS. During the development and build out period of the Residential Parcels (subsequent to final plat approval), the Owners and Developers of the Residential Parcels, and such other persons or entities as such Owners and Developers may authorize, may construct, operate and maintain model homes and sales trailers within the Residential Parcels staffed with such Owners' and Developers', or such other person's or entity's, sales and construction staff, and may be utilized for sales offices. The number of such model homes and sales trailers shall be as from time to time determined or authorized by such Owners or Developers. The locations of such model homes and sales trailers in the Conventional Residential Parcel shall be as from time to time determined or authorized by the Owner or Developer of such parcel. The locations of such model homes and sales trailers in the Age-Restricted Residential Parcel shall be as depicted on Exhibit K-1 attached hereto. 12.2 Exhibit K-1. The new Exhibit K-1 "Location of Model Homes in the Age-Restricted Residential Parcel" attached hereto is hereby added to the Agreement. XIH. IMPROVEMENTS BENEFITING OTHER PROPERTIES 13 Draft-Modifications since 10/17106 EDC/COW 13.1 Section 20. Section 20 of the Agreement is hereby deleted in its entirety from the Agreement and replaced with a new Section 20 which reads as follows: 20. IMPROVEMENTS BENEFITING OTHER PROPERTIES. In the event oversizing and/or deepening of public improvements is hereafter requested and properly authorized by the City for the purpose of serving property other than the Subject Property, or in the event any public improvements installed by a Developer or an Owner benefit property other than this Subject Property, even if not oversized or deepened, the City shall enter into a Recapture Agreement, as defined in Section 24(A) hereof, with such Owner and/or Developer providing for the payment of the cost of such oversizing or the prorata portion of the costs of any improvements benefiting the properties by the owners of properties benefited by the same, which Recapture Agreement shall be substantially in the form attached hereto as Exhibit L. The improvements which qualify as oversized or as benefiting other properties and the identity of the benefited properties (by location map and/or permanent index number) shall be identified at the time of approval of Final Engineering for each phase of development. A phase may include more than one neighborhood. 13.2 Exhibit L. Exhibit L to the Agreement "Recapture Agreement' is hereby deleted in its entirety and replaced with Exhibit L "Form Recapture Agreement' attached hereto. XIV. ANTI-MONOTONY 14.1 Section 26. Section 26 of the Agreement is hereby deleted in its entirety from the Agreement and replaced with a new Section 26 which reads as follows: 26. COVENANTS. In lieu of any architectural control ordinances adopted by the City, the Developer of the Conventional Residential Parcel agrees to impose covenants, conditions and restrictions relating to faNade materials, accessory structures and other building restrictions at the time of final plat submittal for each unit of the Conventional Residential Parcel. Such Developer shall include provisions in the covenants to provide that the Association (as defined in Section 27 below) shall be responsible for the maintenance of landscaping within the perimeter landscaping easements, signage provided on the Conventional Residential parcel, and other obligations as determined at the time of final platting and as referenced in this Agreement. In lieu of any architectural control ordinances adopted by the City, the Developer of the Age-Restricted Residential Parcel agrees to impose covenants, conditions and restrictions relating to fagade materials, accessory structures and other building restrictions at the time of final plat submittal for each unit of the Age-Restricted Residential Parcel. The Developer of the Age-Restricted Residential Parcel agrees construct the single-family homes in the Age-Restricted Residential Parcel in accordance with the architectural elevations and monotony matrix attached hereto as Exhibit O 14 Draft-Modifications since 10/17/06 EDC/COW (collectively, the "Elevations"). The City hereby approves the Elevations and the Developer of the Age-Restricted Residential Parcel agrees that any units constructed in the Age-Restricted Residential Parcel that do not comply with the Elevations shall comply with the City's architectural control ordinance. The parties agree that a minimum of twe fit percent (25 W/6) of the 4°°' °'°°°ti°°° °F'' ° single-family homes in the Age-Restricted Residential Parcel shall have masonry elements consistent with the front elevations shown in Exhibit O. The Developer of the Age-Restricted Residential Parcel shall include provisions in the covenants to provide that the Association (as defined in Section 27 below) shall be responsible for the maintenance of landscaping within the perimeter landscaping easements, signage provided on the Age-Restricted Residential parcel, and other obligations as determined at the time of final platting and as referenced in this Agreement. 14.2 Exhibit O. Exhibit O to the Agreement "Pulte Anti-Monotony Policy" is hereby deleted in its entirety and replaced with Exhibit O "Architectural Elevations and Anti-Monotony Matrix for Age-Restricted Residential Parcel" attached hereto. XV. HOMEOWNERS ASSOCIATION 15.1 Section 27.A of the Agreement is hereby deleted in its entirety from the Agreement and replaced with a new Section 27.A which reads as follows: A. Homeowners Associations. Developer shall establish through separate declarations of covenants, conditions and restrictions for each of the Residential Parcels, a Homeowner's Association ("Association") of all lot owners with each of Conventional Residential Parcel and the Age-Restricted Residential Parcel and a mandatory membership of all lot owners in the Association for each of the Residential Parcels. The Associations shall have the primary responsibility and duty to carry out and pay for the maintenance of the Common Facilities (defined below) through assessments levied against all dwelling units within each of the Residential Parcels. A maintenance easement shall be established over all of the Common Facilities located on the final plat for each Phase of Development for the Association that undertakes responsibility for the Common Facilities maintenance. The Association for each of the Residential Parcels will be responsible for the regular care, maintenance, renewal and replacement of the Common Facilities including stormwater detention areas and other open spaces within such Residential Parcel. The maintenance described herein shall include, without limitation,the mowing and fertilizing of grass,pruning and trimming of trees and bushes, removal and replacement of diseased or dead landscape materials and the repair and replacement of fences and monument signs, so as to keep the same in a clean, sightly and first class condition, and shall utilize each Association to provide sufficient funds to defray the costs of such maintenance and to establish reserve funds for future repairs and replacements and shall otherwise comply with the City's Property Maintenance Standards and Landscape Ordinance. The Common Facilities for the Age-Restricted Residential Parcel are those areas labeled "TO BE CONVEYED TO THE H.O.A." on the Preliminary PUD Plan. 15 Draft-Modifications since 10/17106 EDC/COW 15.2 Exhibit M. Exhibit M to the Agreement "Common Facilities for Age-Restricted Residential Parcel" is hereby deleted in its entirety and replaced with Exhibit M "Intentionally Omitted" attached hereto. XVI. NOTICES 16.1 Section 39.D. Section 39.1) of the Agreement is hereby deleted in its entirety and replaced with a new Section 39.1)which reads as follows: D. Notices. Notices or other materials which any parry is required to, or may wish to, serve upon any other party in connection with this Agreement shall be in writing and shall be deemed effectively given on the date of the confirmed telefacsimile transmission, on the date delivered personally or on the second business day following the date sent by certified or registered mail, return receipt requested, postage prepaid, addressed as follows: If to Owner: MPLIV 10,LLC c/o Marquette Land Investments, LLC 463 Briargate South Elgin,IL 60177 Attn: Darren Sloniger Telephone: 630-263-8007 Fax No.: (847)-464-1581 MPLIV 20,LLC c/o Marquette Land Investments, LLC 463 Briargate South Elgin,IL 60177 Attn: Darren Sloniger Telephone: 630-263-8007 Fax No.: (847)-464-1581 MLH Yorkville,LLC c/o Marquette Land Investments,LLC 463 Briargate South Elgin, IL 60177 Attn: Darren Sloniger Telephone: 630-263-8007 Fax No.: (847)-464-1581 and copy to: Robert G. Gibson, Partner Dommermuth,Brestal, Cobine &West, Ltd 123 Water Street P.O.Box 565 Naperville, Illinois 60566-0565 16 Draft-Modifications since 10/17/06 EDC/COW (630)355-5800 Ext. 111 FAX(630)355-5976 If to Lakewood: C/o Lakewood Homes, Inc. 2700 West Higgins Road Suite 100 Hoffman Estates,IL 60169 Attn: Buz Hoffman Telephone: 847-884-8800 Fax: 847-884-8986 and copy to: Gould&Ratner 222 North LaSalle Street Suite 800 Chicago,Illinois 60601 Attn: John H. Mays Telephone: 312-236-3003 Fax: 312-236-3241 If to City: United City of Yorkville 800 Game Farm Road Yorkville,IL 60560 Attn: City Clerk Telephone: (630) 553-4350 Fax: (630) 553-7575 and copy to: United City of Yorkville 800 Game Farm Road Yorkville, IL 60560 Attn: John Wyeth,Esq. Attorney for United City of Yorkville Telephone: (630) 553-4350 Fax: (630) 553-7575 or to such other persons and/or addresses as any party may from time to time designate in a written notice to the other parties. XVII. SUBSTITUTION OF LIST OF EXHIBITS The List of Exhibits in the Agreement is hereby deleted in its entirety and replaced with a new List of Exhibits which reads as follows: LIST OF EXHIBITS EXHIBIT A-1 Legal Descriptions and Plat of Annexation of Subject Property (Area South of Commonwealth Edison Lines) EXHIBIT A-1 Legal Descriptions and Plat of Annexation of Subject Property (Area North of Commonwealth Edison Lines) EXHIBIT B-1 Legal Description of R-3 Age-Restricted Residential Parcel 17 Draft-Modifications since 10/17106 EDC/COW EXHIBIT B-2(1) Intentionally Omitted EXHIBIT B-2(2) Legal Description of R-2 Conventional Residential Parcel EXHIBIT C Legal Description of B-3 Commercial Parcel EXHIBIT D Concept Plan for Subject Property EXHIBIT E-1 Preliminary PUD Plan for Age-Restricted Residential Parcel EXHIBIT E-2 Preliminary Landscape Plan for Age-Restricted Residential Parcel EXHIBIT E-3 Preliminary Engineering Plan for Age-Restricted Residential Parcel EXHIBIT F Standards for Age-Restricted Residential Parcel EXHIBIT G List of Current City Building Codes EXHIBIT H-1 Fee Schedule for Age-Restricted Residential Parcel EXHIBIT H-2 Fee Schedule for Conventional Residential parcel EXHIBIT I School Contribution EXHIBIT J Park Contribution EXHIBIT K Signage EXHIBIT K-1 Location of Model Homes in the Age-Restricted Residential Parcel EXHIBIT L Form Recapture Agreement EXHIBIT M Intentionally Omitted EXHIBIT N Perimeter Roads For Which Owners and/or Developers Have Responsibility EXHIBIT O Architectural Elevations and Anti-Monotony Matrix For Age- Restricted Residential Parcel XVIII. GENERAL PROVISIONS. 18.1 This Amendment shall be binding upon and inure to the benefit of the parties hereto, their successors and assigns. 18.2 This Amendment shall be enforceable in any court of competent jurisdiction by either party by an appropriate action at law or in equity to secure the performance of the covenants herein described. 18.3 In the event of any conflict between this Amendment and any other provision in the Agreement or Ordinances of the City in force at the time of execution of this Amendment, the provisions of this Amendment shall prevail to the extent of any such conflict or inconsistency. 18.4 If any provision of this Amendment is held invalid, the City shall immediately make a good faith effort to take such action as may be necessary to readopt or reaffirm this amendment or any underlying resolution or ordinance in order to cure such invalidity. If after such actions by the City a provision of this Agreement is held invalid the City shall take all such actions as may be necessary to provide the Developer the practical benefits and realize the intent of this Amendment. 18.5 Terms not specifically defined in this Amendment shall have the meanings attributed to them in the Agreement. 18 Draft-Modifications since 10/17/06 EDC/COW IN WITNESS WHEREOF, the CORPORATE AUTHORITIES, OWNERS and LAKEWOOD have caused this instrument to be executed by their respective proper officials, duty authorized to execute the same, on the day and year first above written. CITY: UNITED CITY OF YORKVILLE, an Illinois municipal corporation By.- Mayor Attest: City Clerk Draft-Modifications since 10117/06 EDC/COW LAKEWOOD: LAKEWOOD LAND L.L.C., an Illinois limited liability company By: LAKEWOOD HOMES, INC., an Illinois corporation, its member By: Name: Its: Attest: Name: Its: Draft-Modifications since 10/17/06 EDGCOW OWNERS: MPLIV 10,LLC By: Name: Its; MPLIV 20,LLC By: Name: Its: MLH YORKVILLE,LLC By: Name: Its: PREPARED BY AND RETURN TO: John H. Mays Gould&Ratner 222 North LaSalle Street Suite 800 Chicago, Illinois 60601 Draft-Modifications since 10/17/06 EDC/COW EXHIBIT B-1 LEGAL DESCRIPTION OF R-3 AGE-RESTRICTED RESIDENTIAL PARCEL PARCEL 1: THAT PART OF THE WEST HALF OF SECTION 5,TOWNSHIP 37 NORTH, RANGE 7 EAST OF THE THIRD PRINCIPAL MERIDIAN,DESCRIBED AS FOLLOWS: COMMENCING AT AN IRON PIPE MONUMENTING THE SOUTHEAST CORNER OF THE SOUTHWEST QUARTER OF SAID SECTION 5 PER DOCUMENT 9816650; THENCE NORTH 01 DEGREE 14 MINUTES 18 SECONDS WEST ALONG THE EAST LINE OF THE WEST HALF OF SAID SECTION 5 A DISTANCE OF 859.52 FEET TO A POINT ON THE NORTHERLY RIGHT-OF-WAY LINE OF GALENA ROAD PER DOCUMENT 145193;THENCE NORTH 74 DEGREES 19 MINUTES 52 SECONDS WEST ALONG SAID NORTHERLY RIGHT-OF-WAY LINE 1,264.55 FEET TO A POINT ON A LINE THAT IS 1,209.89 FEET WEST OF AND PARALLEL WITH SAID EAST LINE OF THE WEST HALF,SAID POINT BEING THE POINT OF BEGINNING;THENCE CONTINUING NORTH 74 DEGREES 19 MINUTES 52 SECONDS WEST ALONG SAID RIGHT-OF-WAY LINE 501.48 FEET TO A POINT OF CURVE,SAID CURVE BEING CONCAVE NORTHERLY,HAVING A RADIUS OF 42,935.00 FEET AND A CHORD THAT BEARS NORTH 73 DEGREES 46 MINUTES 33 SECONDS WEST 932.35 FEET;THENCE WESTERLY,ALONG THE ARC OF SAID CURVE,932.37 FEET;THENCE NORTH 73 DEGREES 09 MINUTES 13 SECONDS WEST 77.16 FEET TO THE WEST LINE OF THE SOUTHWEST QUARTER OF SAID SECTION 5;THENCE NORTH 01 DEGREE 12 MINUTES 43 SECONDS WEST ALONG SAID WEST LINE 914.99 FEET TO THE NORTHWEST CORNER OF THE SOUTHWEST QUARTER OF SAID SECTION 5;THENCE _ NORTH 01 DEGREE 10 MINUTES 14 SECONDS WEST ALONG THE WEST LINE OF THE NORTHWEST QUARTER OF SAID SECTION 5,A DISTANCE OF 920.88 FEET THENCE NORTH 89 DEGREES 13 MINUTES 11 SECONDS EAST 1,441.07 FEET;THENCE SOUTH 01 DEGREE 14 MINUTES 18 SECONDS EAST 2,273.92 FEET TO THE POINT OF BEGINNING,ALL IN KENDALL COUNTY,ILLINOIS. PARCEL 2: THAT PART OF THE WEST HALF OF SECTION 5,TOWNSHIP 37 NORTH, RANGE 7 EAST OF THE THIRD PRINCIPAL MERIDIAN,DESCRIBED AS FOLLOWS: COMMENCING AT AN IRON PIPE MONUMENTING THE SOUTHEAST CORNER OF THE SOUTHWEST QUARTER OF SAID SECTION 5 PER DOCUMENT 9816650; THENCE NORTH 01 DEGREE 14 MINUTES 18 SECONDS WEST ALONG THE EAST LINE OF THE WEST HALF OF SAID SECTION 5 A DISTANCE OF 859.52 FEET TO A POINT ON THE NORTHERLY RIGHT-OF-WAY LINE OF GALENA ROAD PER DOCUMENT 145193,SAID POINT BEING THE POINT OF BEGINNING;THENCE NORTH 74 DEGREES 19 MINUTES 52 SECONDS WEST ALONG SAID NORTHERLY RIGHT-OF-WAY LINE 1,264.55 FEET AS TO A POINT ON A LINE THAT IS 1,209.89 FEET WEST OF AND PARALLEL WITH THE EAST LINE OF THE WEST HALF OF SAID SECTION 5;THENCE NORTH 01 DEGREE 14 MINUTES 18 SECONDS WEST ALONG SAID PARALLEL LINE 2,273.92 FEET;THENCE NORTH 89 DEGREES 13 MINUTES 11 SECONDS EAST 1,209.93 FEET TO THE EAST LINE OF THE WEST HALF OF SAID SECTION 5,THENCE SOUTH 01 DEGREE 14 MINUTES 18 SECONDS EAST ALONG SAID EAST LINE 2,632.00 FEET TO THE POINT OF BEGINNING, ALL IN KENDALL COUNTY,ILLINOIS. PARCEL 3: THAT PART OF THE EAST HALF OF SECTION 5,TOWNSHIP 37 NORTH, RANGE 7 EAST OF THE THIRD PRINCIPAL MERIDIAN,DESCRIBED AS FOLLOWS: COMMENCING AT AN IRON PIPE MONUMENTING THE SOUTHWEST CORNER OF THE SOUTHEAST QUARTER OF SAID SECTION 5 PER DOCUMENT 9816650; THENCE NORTH 01 DEGREE 14 MINUTES 18 SECONDS WEST ALONG THE WEST LINE OF THE EAST HALF OF SAID SECTION 5 A DISTANCE OF 859.52 FEET TO A POINT ON THE NORTHERLY RIGHT-OF-WAY LINE OF GALENA ROAD PER DOCUMENT 145193,SAID POINT BEING THE POINT OF BEGINNING;THENCE CONTINUING NORTH 01 DEGREE 14 MINUTES 18 SECONDS WEST ALONG SAID WEST LINE 2,925.23 FEET TO THE SOUTHERLY LINE OF THE COMMONWEALTH EDISON COMPANY PROPERTY PER DOCUMENT R73-2720;THENCE Draft-Modifications since 10/17/06 EDC/COW NORTH 87 DEGREES 56 MINUTES 31 SECONDS EAST ALONG SAID SOUTHERLY LINE 1,213.07 FEET;THENCE SOUTH 01 DEGREE 14 MINUTES 18 SECONDS EAST 3,320.69 FEET TO SAID NORTHERLY RIGHT-OF-WAY LINE OF GALENA ROAD;THENCE NORTH 73 DEGREES 55 MINUTES 29 SECONDS WEST ALONG SAID NORTHERLY RIGHT-OF-WAY LINE 1,270.52 FEET TO THE POINT OF BEGINNING,ALL IN KENDALL COUNTY,ILLINOIS. PARCEL 4: THAT PART OF THE EAST HALF OF SECTION 5,TOWNSHIP 37 NORTH, RANGE 7 EAST OF THE THIRD PRINCIPAL MERIDIAN,DESCRIBED AS FOLLOWS: COMMENCING AT AN IRON PIPE MONUMENTING THE SOUTHWEST CORNER OF THE SOUTHEAST QUARTER OF SAID SECTION 5 PER DOCUMENT 9816650; THENCE NORTH 01 DEGREE 14 MINUTES 18 SECONDS WEST ALONG THE WEST LINE OF THE EAST HALF OF SAID SECTION 5 A DISTANCE OF 859.52 FEET TO A POINT ON THE NORTHERLY RIGHT-OF-WAY LINE OF GALENA ROAD PER DOCUMENT 145193;THENCE SOUTH 73 DEGREES 55 MINUTES 29 SECONDS EAST ALONG SAID RIGHT-OF-WAY LINE 1,270.52 FEET TO THE POINT OF BEGIN- NING;THENCE NORTH 01 DEGREE 14 MINUTES 18 SECONDS WEST 3,320.69 FEET TO THE SOUTHERLY LINE OF THE COMMONWEALTH EDISON COMPANY PROPERTY PER DOCUMENT R73-2720;THENCE NORTH 87 DEGREES 56 MINUTES 31 SEC- ONDS EAST ALONG SAID SOUTHERLY LINE 1,140.23 FEET;THENCE SOUTH 00 DEGREES 32 MINUTES 31 SECONDS WEST 3,658.74 FEET TO SAID NORTHERLY RIGHT-OF-WAY LINE OF GALENA ROAD;THENCE NORTH 73 DEGREES 55 MINUTES 29 SECONDS WEST ALONG SAID NORTHERLY RIGHT-OF-WAY LINE 1,075.15 FEET TO THE POINT OF BEGINNING,ALL IN KENDALL COUNTY,ILLINOIS. - Draft-Modifications since 10/17/06 EDC/COW EXHIBIT B-2(1) INTENTIONALLY OMITTED Draft-Modifications since 10/17/06 EDC/COW EXHIBIT B-2(2) LEGAL DESCRIPTION OF R-2 CONVENTIONAL RESIDENTIAL PARCEL THAT PART OF THE NORTHWEST QUARTER OF SECTION 5,TOWNSHIP 37 NORTH,RANGE 7 EAST OF THE THIRD PRINCIPAL MERIDIAN,AND THAT PART OF THE NORTHEAST QUARTER OF SECTION 6,TOWNSHIP 37 NORTH,RANGE 7 EAST OF THE THIRD PRINCIPAL MERIDIAN DESCRIBED AS FOLLOWS: BEGINNING AT THE NORTHEAST CORNER OF THE NORTHWEST QUARTER OF SAID SECTION 5, SAID CORNER MONUMENTED BY A PK NAIL PER MONUMENT RECORD DOCUMENT 85-105; THENCE SOUTH 01 DEGREE 14 MINUTES 18 SECONDS EAST ALONG THE EAST LINE OF THE NORTHWEST QUARTER OF SAID SECTION 5 A DISTANCE OF 1,828.85 FEET TO THE NORTH LINE OF LAND CONVEYED TO THE COMMONWEALTH EDISON COMPANY PER DOCUMENT 732841; THENCE SOUTH 87 DEGREES 57 MINUTES 56 SECONDS WEST ALONG SAID NORTH LINE 3,783.96 FEET TO THE EAST LINE OF LAND CONVEYED TO THE COMMONWEALTH EDISON COMPANY PER SAID DOCUMENT 732841;THENCE NORTH 00 DEGREES 41 MINUTES 14 SECONDS WEST ALONG SAID EAST LINE 1,892.95 FEET TO THE NORTH LINE OF THE NORTHEAST QUARTER OF SAID SECTION 6; THENCE NORTH 88 DEGREES 48 MINUTES 56 SECONDS EAST ALONG SAID NORTH LINE 1,117.23 FEET TO THE NORTHWEST CORNER OF THE NORTHWEST QUARTER OF SAID SECTION 5;THENCE NORTH 88 DEGREES 59 MINUTES 11 SECONDS EAST ALONG THE NORTH LINE OF SAID NORTHWEST QUARTER 2,648.19 FEET TO THE POINT OF BEGINNING, IN KENDALL COUNTY,ILLINOIS. Draft-Modifications since 10/17/06 EDC/COW EXHIBIT C LEGAL DESCRIPTION OF B-3 COMMERCIAL PARCEL PARCEL I: THAT PART OF THE SOUTHEAST QUARTER OF SECTION 5,THAT PART OF THE SOUTHWEST QUARTER OF SECTION 4,THAT PART OF THE NORTHEAST QUARTER OF SECTION 8 AND THAT PART OF THE NORTHWEST QUARTER OF SECTION 9 ALL IN TOWNSHIP 37 NORTH, RANGE 7 EAST OF THE THIRD PRINCIPAL MERIDIAN,DESCRIBED AS FOLLOWS: COMMENCING AT THE IRON ROD MONUMENTING THE SOUTHEAST CORNER OF SAID SEC- TION 5;THENCE NORTH 01 DEGREE 15 MINUTES 55 SECONDS WEST ALONG THE EAST LINE OF THE SOUTHEAST QUARTER OF SAID SECTION 5,A DISTANCE OF 1,550.82 FEET; THENCE NORTH 88 DEGREES 44 MINUTES 05 SECONDS EAST 409.15 FEET PERPEN- DICULAR TO THE LAST DESCRIBED COURSE TO THE POINT OF BEGINNING;THENCE NORTH 90 DEGREES 00 MINUTES 00 SECONDS EAST 221.96 FEET;THENCE NORTH 37 DEGREES 44 MINUTES 29 SECONDS EAST 115.96 FEET;THENCE SOUTH 89 DEGREES 12 MINUTES 43 SECONDS EAST 196.55 FEET TO THE CENTERLINE OF ROB ROY DITCH,THENCE SOUTH 02 DEGREES 13 MINUTES 10 SECONDS WEST 1,336.52 FEET ALONG SAID CENTERLINE; THENCE SOUTH 29 DEGREES 12 MINUTES 38 SECONDS WEST 600.81 FEET TO THE CEN- TERLINE OF GALENA ROAD AS NOW ESTABLISHED;THENCE NORTH 73 DEGREES 55 MINUTES 29 SECONDS WEST ALONG SAID CENTERLINE 677.76 FEET;THENCE NORTH 02 DEGREES 56 MINUTES 50 SECONDS WEST 348.47 FEET;THENCE NORTH 16 DEGREES 11 MINUTES 58 SECONDS EAST 599.13 FEET;THENCE NORTH 28 DEGREES 26 MINUTES 55 SECONDS EAST 750.54 FEET TO THE POINT OF BEGINNING,.ALL IN KENDALL COUNTY,ILLINOIS. PARCEL2: THAT PART OF THE WEST HALF OF SECTION 4,PART OF EAST HALF SECTION 5, PART OF THE NORTHEAST QUARTER OF SECTION 8,ALL IN TOWNSHIP 37 NORTH, RANGE 7 EAST OF THE THIRD PRINCIPAL MERIDIAN,DESCRIBED AS FOLLOWS: COMMENCING AT THE IRON ROD MONUMENTING THE SOUTHEAST CORNER OF SAID SECTION 5;THENCE NORTH 01 DEGREE 15 MINUTES 55 SECONDS WEST ALONG THE EAST LINE OF THE SOUTHEAST QUARTER OF SAID SECTION 5, A DISTANCE OF 1,550.82 FEET;THENCE NORTH 88 DEGREES 44 MINUTES 05 SECONDS EAST 409.15 FEET PERPENDICULAR TO THE LAST DESCRIBED COURSE TO THE POINT OF BEGINNING;THENCE SOUTH 28 DEGREES 26 MINUTES 55 SECONDS WEST 750.54 FEET;THENCE SOUTH 16 DEGREES I I MINUTES 58 SECONDS WEST 599.13 FEET; THENCE SOUTH 02 DEGREES 56 MINUTES 50 SECONDS EAST 348.47 FEET TO THE CENTERLINE OF GALENA ROAD;THENCE NORTH 73 DEGREES 55 MINUTES 29 SECONDS WEST ALONG SAID CENTERLINE 296.00 FEET;THENCE NORTH 00 DEGREES 32 MINUTES 31 SECONDS EAST 3,700.25 FEET TO THE SOUTHERLY RIGHT-OF-WAY LINE OF THE COMMONWEALTH EDISON COMPANY;THENCE NORTH 87 DEGREES 56 MINUTES 31 SECONDS EAST 1,222.89 FEET TO THE CENTERLINE OF ROB ROY DITCH; THENCE SOUTH 03 DEGREES 43 MINUTES 10 SECONDS EAST ALONG SAID CENTER LINE 577.07 FEET;THENCE SOUTH 01 DEGREES 49 MINUTES 41 SECONDS WEST ALONG SAID CENTERLINE 298.55 FEET;THENCE NORTH 89 DEGREES 00 MINUTES 53 SECONDS EAST 15.64 FEET TO THE WEST RIGHT-OF-WAY LINE OF ILLINOIS ROUTE 47 PER DOCUMENT 907256;(THE NEXT 5 COURSES ARE ALONG THE WEST RIGHT- OF-WAY LINE OF ILLINOIS ROUTE 47 PER DOCUMENTS 90756 AND 90757): SOUTH 00 DEGREES 09 MINUTES 46 SECONDS EAST 170.64 FEET; THENCE NORTH 89 DEGREES 50 MINUTES 14 SECONDS EAST 10.00 FEET; THENCE SOUTH 00 DEGREES 09 MINUTES 46 SECONDS EAST 1000.00 FEET; THENCE SOUTH 89 DEGREES 50 MINUTES 14 SECONDS WEST 10.00 FEET, THENCE SOUTH 00 DEGREES 09 MINUTES 46 SECONDS EAST 71.20 FEET; THENCE SOUTH 87 DEGREES 52 MINUTES 41 SECONDS WEST 22.10 FEET TO THE CENTERLINE OF ROB ROY DITCH;THENCE SOUTH 02 DEGREES 13 MINUTES 10 SECONDS WEST ALONG SAID CENTERLINE 37.11 FEET; THENCE NORTH 89 DEGREES 12 MINUTES 43 SECONDS WEST 196.55 FEET; THENCE SOUTH 37 DEGREES 44 MINUTES 29 SECONDS WEST 115.96 FEET; THENCE NORTH 90 DEGREES 00 MINUTES 00 SECONDS WEST 221.96 FEET TO THE POINT OF BEGINNING,ALL IN KENDALL COUNTY,ILLINOIS. I I Draft-Modifications since 10117/06 EDC/COW EXHIBIT D CONCEPT PLAN FOR SUBJECT PROPERTY (SEE ATTACHED) Dreg-Modifications since 10117/06 EDC/COW EXHIBIT E-1 PRELIMINARY PUD PLAN FOR AGE-RESTRICTED RESIDENTIAL PARCEL (SEE ATTACHED) Draft-Modifications since 10/17/06 EDC/COW EXHIBIT E-2 PRELIMINARY LANDSCAPE PLAN FOR AGE-RESTRICTED RESIDENTIAL PARCEL (SEE ATTACHED) Draft-Modifications since 10/17/06 EDGCOW EXHIBIT E-3 PRELIMINARY ENGINEERING PLAN FOR AGE-RESTRICTED RESIDENTIAL PARCEL (SEE ATTACHED) I Draft-Modifications since 10/17/06 EDC/COW EXHIBIT F STANDARDS FOR AGE-RESTRICTED RESIDENTIAL PARCEL (For PUD Plan in Exhibit E) City NH 5, 7, 8 NH 1, 2, 3, 10, NH 4, 6, 9, 12 Ordinance 11, 13 R-3 Single R-3 PUD R-3 PUD R-3 PUD Family Detached Premier Lots Classic Lots Manor Lots Lot Width 70' 66' 51' 43' Lot Depth n/a 110' 110' 114' Lot Size 9000 sf 7244 sf 5610 sf 4892 sf Front Setback 30' 20' 20' 20' Side Setback 10' 5' 5' 3' and 5' Side-Comer 20' 20' 20' 20' Setback Rear Setback 30' 20' 20' 20' Right of Way 66' 60' 60' 60' Width - Sidewalk 5' 4' 4' 4' Width Centerline 100' 45' (Eyebrow 45' (Eyebrow 45' (Eyebrow Radius Intersections Intersections Intersections Only) Only) Only) Draft-Modifications since 10117/06 EDC/COW EXHIBIT H-1 FEE SCHEDULE FOR AGE-RESTRICTED RESIDENTIAL PARCEL (SEE ATTACHED) Draft-Modifications since 10117/06 EDC/COW Age Restricted Residential Parcel FEES PER UNIT A paid receipt from the School District Office,602-A Center Parkway Yorkville,must he presented to the City prior to issuance of permit see note"d"below $0 Separate Yorkville-Bristol Sanitary District fee—made payable to Y.B.S.D. $1,400 United City of Yorkville Fees 1. Building Permit Cost$650 plus$0.20 per square foot $650+$0.20(SF) 2. Water Connection Fees SF and DU $2,660 2+Bed Att $2,280 3. Water Meter Cost Detached Units $250 Attached Units $325 4. City Sewer Connection Fees - $2,000 5. Water and Sewer Inspection Fee $25 6. Public Walks/Driveway Inspection Fee $35 7. Development Fees Public Works see note"c"below $300 Police $300 Building $150 Library $500 Parks&Recreation $50 Engineering $100 Bristol-Kendall Fire $1 000 Development Fees Total $2,400 8. Land Cash Fees see note Apartment Townhome Age Restricted Age Restricted "a"below Duplex Single Family Park N/A N/A $1,440 $1,440 School N/A N/A N/A N/A Land-Cash Fees Total $0.00 $0.00 $1,440.00 $1,440.00 9. Road Contribution see note"h"below $2,000 10. County Road Fee see note"h"below $4-,"LM 11. Weather Warning Siren Fee see note"b"below $75/acre 12. Rob Roy Creek Flood Study see note"g"below $22,200 Note: PUD agreement specifies that these fees are to be discounted a. For upfront land-cash donations figures,please refer to"Land-Cash"worksheet b. $75 per acre due at final plat c, $400($243,000)of PW fee is being taken out due to the private roads within the development d. Separate agreement between School District and Owner/Developer e. 50%of Library Fee($250/unit)to be paid at final plat f 50%of Bristol-Kendall Fire Fee($500 1unit)to be paid at final plat g. To be paid at final plat h. Subject to credits per Sections 73 and 7.0 of Agreement. Draft-Modifications since 10117/06 EDC/COW EXHIBIT H-2 FEE SCHEDULE FOR CONVENTIONAL RESIDENTIAL PARCELS (SEE ATTACHED) Draft-Modifications since 10/17/06 EDC/COW Conventional Residential Parcel FEES PER UNIT A paid receipt from the School District Office,602-A Center Parkway Yorkville,must be presented to the City prior to issuance of permit $3,000 Separate Yorkville-Bristol Sanitary District fee—made payable to Y.B.S.D. $1,400 United City of Yorkville Fees 13. Building Permit Cost$650 plus$0.20 per square foot $650+$0.20(SF) 14. Water Connection Fees SF and DU $2,660 2+Bed All N/A 15. Water Meter Cost Detached Units $250 Attached Units N/A 16. City Sewer Connection Fees $2,000 17. Water and Sewer Inspection Fee $25 18. Public Walks/Driveway Inspection Fee $35 19. Development Fees Public Works $700 Police $300 Building $150 Library see note"b"below $500 Parks&Recreation $50 Engineering $100 Bristol-Kendall Fire see note"c"below 1 000 Development Fees Total $2,800 20. Land Cash Fees Apartment Townhome Duplex Age Restricted Single Family Park N/A N/A N/A $2,174 School N/A N/A N/A $4,780 Land-Cash Fees Total $0.00 $0.00 $1,440.00 $6,954.04 21. Road Contribution see note"d"below $2,000 22. County Road Fee see note"d"below $4,0001442 23. Weather Warning Siren Fee see note"a"below $75/acre Note: PUD agreement specifies that these fees are to be discounted a. $75 per acre due at final plat b. 50%of Library Fee($250/unit)to be paid at final plat c. 50%of Bristol-Kendall Fire Fee($500/unit)to be paid at final plat d. Subject to credits per Sections 7.B and 7.0 of the Agreement Draft-Modifications since 10/17106 EDC/COW EXHIBIT I SCHOOL CONTRIBUTIONS The Owner/Developer of the Conventional Residential Parcels shall pay to Community School District No. 1 IS the amount called for as the Land/Cash Donation for schools in the Subdivision Ordinance of the City as of the date of this Agreement. In the event District No. 115 accepts the donation of any portion of the 15.2 acres designated as a school/park in the Concept Plan, or such lesser amount, such Owner/Developer shall be credited toward the Land/Cash payment with the sum of$80,000 multiplied by the number of acres donated. Such Owner/Developer shall also pay School District No. 115 the Transition Fee of$3,000 per dwelling unit currently set forth in Ordinance No. 2002-04 in the manner provided in such Ordinance. No other payments or contributions shall be sought or payable to schools. Draft-Modifications since 10/17106 EDC/COW EXHIBIT J PARK CONTRIBUTION Conventional Residential Parcel The Owner/Developer of the Conventional Residential Parcel shall pay to the Park Department the amount called for in the Land/Cash Donation for parks in the Subdivision Ordinance of the City as of the date of this Agreement. In the event the Park Department accepts the donations of any portion of the 15.2 acres designated as a school/park in the Concept Plan or the 5.0 acres designated as a park site adjacent to the proposed park site in the Bailey Meadows Development, or such lesser amount, such Owner/Developer shall be credited toward the Land/Cash payment with the sum of$80,000 multiplied by the number of acres donated. The final division between the land and cash portions shall be determined at the time of final plat approval for that phase of the development. No other payments or contributions shall be sought or payable to the Park Department. Age-Restricted Residential Parcel The Owner/Developer of the Age-Restricted Residential Parcel shall pay to the Park Department the amount called for as the Land/Cash Donation for parks in the Subdivision Ordinance of the City as of the date of this Agreement,using the figure of 1.8 adult persons per dwelling unit to calculate the population of the Age-Restricted Residential Parcel. The Owner/Developer of the Age-Restricted Residential Parcel shall not donate any land to the Park Department. Draft-Modifications since 10/17/06 EDC/COW EXHIBIT K SIGNAGE 2 sets of the following(one each for the Conventional and Age-Restricted Residential Parcels): 6 Community ID Signs 20 x 10 ft. illuminated Double-faced 6 Directional Signs 6x4ft. Double-faces or A-Frame type (5 x 3) And 2 sets of the following (one each for single-family): 1 Information Center Sign 3x4ft. Double-faced 9" x 16" DF Hours Panel 1 Guest Parking Sign 3x4ft. Double-faced 10 USP Signs 2x2ft. Double-faced *Always include LHI Mortgage and Lakewood Warranty Info 1 Model ID Sign per Model 7" x 24" Double-faced 3 Flag Poles Illinois Flag US Flag Pulte Flag 8 Open Flags 1 Awning Off-site signs within United City of Yorkville are subject to City approval. Monument signs are subject to City approval. Draft-Modifications since 10/17/06 EDC/COW EXHIBIT K-1 LOCATION OF MODEL HOMES IN THE AGE-RESTRICTED RESIDENTIAL PARCEL (SEE ATTACHED) Draft-Modifications since 10117/06 EDC/COW EXHIBIT L FORM RECAPTURE AGREEMENT THIS RECAPTURE AGREEMENT ("Agreement') is made and entered as of the day of , 2005, by and between the UNITED CITY OF YORKVILLE, an Illinois municipal corporation ("City") and , a(n) ('Developer"). RECITALS: A. Developer is the owner and developer of that certain real estate development located within the corporate limits of the City and commonly known as ("Subdivision"). B. MPLIV 10, LLC, MPLIV 20, LLC, AND MLH Yorkville, LLC (collectively, the "Owners"), Pulte Home Corporation, a Michigan corporation, and the City have heretofore entered into that certain Annexation Agreement and Planned Development Agreement dated September 27,2005 pertaining to the annexation and development of the Subdivision within the City, which was subsequently amended by the Owners, Lakewood Land L.L.C., and the City pursuant to that certain Amendment to Annexation Agreement and Planned Development Agreement dated , 2006 (as amended,the "Annexation Agreement'). C. Developer desires to recapture and allocable share of the costs of constructing certain of the public improvements for the Subdivision ("Recapture Items") which will provide benefit to other properties ('Benefited Properties"), from the owners of the Benefited Properties ('Benefited Owners"). D. Developer and the City are desirous of entering into this Agreement to provide for the fair and allocable recapture by Developer of the proportionate costs of the Recapture Items from the Benefited Owners, subject to the terms and conditions set forth in this Agreement. NOW, THEREFORE, in consideration of the foregoing recitals and the mutual covenants hereinafter set forth, and for other good and valuable consideration,the receipt and sufficiency of which are hereby acknowledged by the parties hereto, the parties hereby agree as follows: 1. RECAPTURE ITEMS. The Recapture Items, being elements of the public improvements to be constructed as a part of the development of the Subdivision, are identified in Attachment "A" attached hereto ('Recapture Schedule"). The Recapture Schedule identifies each Recapture Item and the estimated cost to construct each Recapture Item("Estimated Cost'). Developer shall cause each of the Recapture Items to be constructed in compliance with the provisions of the Annexation Agreement and to be accepted and conveyed to the City in accordance with applicable ordinances of the City. 2. BENEFITED PROPERTIES. The Benefited Properties are legally described in the Recapture Schedule attached hereto as Attachment"B". Each parcel of real estate contained within the Benefited Properties is referred to herein individually as a 'Benefited Parcel". There are a total of (__)Benefited Parcels as identified in the Recapture Schedule. Draft-Modifications since 10117/06 EDC/COW 3. RECAPTURE COSTS. The Recapture Item(s)which the Corporate Authorities of the City have determined will benefit a Benefited Parcel and the prorata share of the Estimated Cost of each such Recapture Item to be allocated to such Benefited Parcel are set forth in the Recapture Schedule. The aggregate amount of the proportionate share of the Estimated Cost for each of the Recapture Items allocable to a Benefited Parcel is referred to herein as the "Recaptured Costs". The Recaptured Costs for each of the Benefited Parcels shall be identified in the Recapture Schedule. Interest shall accrue on the Recapture Costs for the benefit of Developer at the rate of percent (_6) per annum from the date the Recapture Item is completed by Developer until the Recapture Cost is paid. All references to Recapture Costs herein shall include accrued interest owned thereon. 4. COLLECTION OF RECAPTURE COSTS. The City shall assess against and collect from the Benefited Owner of a Benefited Parcel, or any portion thereof, successors and assigns, the Recapture Cost, calculated under Paragraph 3 of this Agreement for such Benefited Parcel. A Benefited Owner shall become obligated to pay its Recapture Costs at such time as such Benefited Owner, or its agent or representative, annexes and/or subdivides a Benefited Parcel, or any portion thereof, or subdivides the Benefited Parcel from a larger parcel of land, or applies to the City for issuance of a permit for connection to all or any of the Recapture Item by the City. 5. PAYMENT OF RECAPTURE COSTS. Any Recapture Costs, collected by the City pursuant to this Agreement shall be paid to Developer, or such other person or entity as Developer may direct by written notice to the City, within thirty (30) days following collection thereof by the City. It is understood and agreed that the City's obligation to reimburse Developer shall be limited to funds collected from the Benefited Owners as provided herein, and payments made hereunder shall be made solely out of said funds. This Agreement shall not be construed as creating any obligation upon the City to make payments from its general corporate funds or revenue. 6. CITY'S OBLIGATION. The City and its officers, employees and agents shall make all reasonable efforts to make the aforesaid collections of the Recapture Costs, for each Benefited Parcel. Neither the City nor any of its officials shall be liable in any manner for the failure to make such collections, and Developer agrees to hold the City, its officers, employees and agents, harmless from the failure to collect said fees. In any event, however, Developer and/or the City may sue any Benefited Owner owing any Recapture Costs, hereunder for collection thereof, and in the event Developer initiates a collection lawsuit, the City agrees to cooperate in Developer's collection attempts hereunder by allowing full and free access to the City's books and records pertaining to the subdivision and/or development of the Benefited Parcel and the collection of any Recapture Costs therefore. In the event the City and any of its agents, officers or employees is made a party defendant in any litigation rising out of or resulting from this Agreement, Developer shall defend such litigation, including the interest of the City, and shall further release and hold the City harmless from any judgment entered against Developer and/or the City and shall further indemnity the City from any loss resulting therefrom, except to the extent such loss results from the grossly negligent or willfully wrongful act or conduct of the City or any of its agents, officers or employees. 7. CITY'S COLLECTION OF OTHER FEES AND CHARGES. Nothing contained in this Agreement shall limit or in any way affect the rights of the City to collect other fees and charges pursuant to City ordinances, resolutions, motions and policies. The Recapture Draft-Modifications since 10/17/06 EDC/COW Costs provided for herein for each Benefited Parcel are in addition to such other City fees and charges. 8. TERM. This Agreement shall remain in full force and effect for a period of twenty (20) years from the date hereof, unless sooner terminated by the mutual agreement of the parties hereto or by the completion of all duties to be performed hereunder. In the event no portion of a Benefited Parcel is a part of a subdivision approved or recognized by the City and no connection permit as aforesaid is issued by the City for such Benefited Parcel within twenty (20) years following the date of this Agreement, this Agreement, and each and every duty and undertaking set forth herein pertaining to such Benefited Parcel, shall become null and void and of no further force and effect as to such Benefited Parcel. 9. LIEN. The recordation of this Agreement against the Benefited Properties shall create and constitute a lien against each Benefited Parcel, and each subdivided lot hereafter contained therein, in the amount of the Recapture Costs, plus interest, applicable hereunder to such Benefited Parcel. 10. MISCELLANEOUS PROVISIONS. (a) Agreement: This Agreement may be amended upon the mutual consent of the parties hereto from time to time by written instrument and conformity with all applicable statutory and ordinance requirements and without the consent of any other person or corporation owning all or any portion of the Benefited Properties. (b) Binding Effect: Except as otherwise herein provided, this Agreement shall inure to the benefit of and be binding upon the successors and assigns of Developer and any successor municipal corporation of the City. (c) Enforcement: Each party to this Agreement, and their respective successors and assigns, may either in law or in equity, by suit, action, mandamus, or other proceeding in force and compel performance of this Agreement. (d) Recordation: A true and correct copy of this Agreement shall be recorded, at Developer's expense, with the Kendall County Recorder's office. This Agreement shall constitute a covenant running with the land and shall be binding upon the Benefited Properties in accordance with the terms and provisions set forth herein. (e) Notices: Any notice required or desired to be given under this Agreement, unless expressly provided to the contrary herein, shall be in writing and shall be deemed to have been given on the date of personal delivery, on the date of confirmed telefacsimile transmission provided a hard copy of such notice is deposited in the U.S. mail addressed to the recipient within twenty-four hours following the telefacsimile transmission, or on the date when deposited in the U.S. Mail,registered or certified mail, postage prepaid, return receipt requested, and addressed as follows: Draft-Modifications since 10117/06 EDC/COW If to CITY: United City of Yorkville 800 Game Farm Road Yorkville, IL 60540 Attn: City Clerk Tele: (630) 553-4350 Fax: (630) 553-8330 With a copy to: United City of Yorkville 800 Game Farm Road Yorkville, IL 60540 Attn: John Wyeth,Esq. Attorney for United City of Yorkville Tele: (630) 553-4350 Fax: (630) 553-8330 If to DEVELOPER: Attn: Telephone: Fax: With a copy to: Attn: Telephone: Fax: (f) Severabilitv: The invalidity or unenforceability of any of the provisions hereof, or any charge imposed as to any portion of the Benefited Properties, shall not affect the validity or enforceability of the remainder of this Agreement or the charges imposed hereunder. (g) Complete Agreement: This Agreement contains all the terms and conditions agreed upon by the parties hereto an no other prior agreement, excepting the Annexation Agreement, regarding the subject matter of this Agreement shall be deemed to exist to bind the parties. This Agreement shall be governed by the laws of the State of Illinois. (h) Captions and Paragraph Headings: Captions and paragraph headings incorporated herein are for the convenience only and are not part of this Agreement, and further shall not be used to construe the terms hereof. (i) Recitals and Exhibits: The recitals set forth at the beginning of this Agreement and the exhibits attached hereto are hereby incorporated into this Agreement and made a part of the substance hereof. Draft-Modifcations since 10/17/06 EDC/COW (j) Enforceability: This Agreement shall be enforceable in the Circuit Court of Kendall County by any of the parties hereto by an appropriate action of law or in equity to secure the performance of the covenants herein contained. Draft-Modifications since 10/17106 EDC/COW IN WITNESS WHEREOF,the parties hereto have hereunto set their hands and seals as of the date fast above written. DEVELOPER: a(n) By: Name: Its: Attest: Name: Its: CITY: UNITED CITY OF YORKVILLE, an Illinois municipal corporation By: Its: Mayor ATTEST: By: Its: Draft-Modifications since 10/17/06 EDC/COW EXHIBIT M INTENTIONALLY OMITTED Draft-Modifications since 10/17/06 EDC/COW EXHIBIT N PERIMETER ROADS FOR WHICH OWNERS AND/OR DEVELOPERS HAVE RESPONSIBILITY (SEE ATTACHED) Draft-Modifications since 10/17/06 EDC/COW EXHIBIT O ARCHITECTURAL ELEVATIONS AND ANTI-MONOTONY MATRIX FOR AGE- RESTRICTED RESIDENTIAL PARCEL (SEE ATTACHED) « 3 * ( j k ) ) ) } \ x LU o ) u x x \ \m x ) } $ � § ) 2 ) � k jm x {) ) ) § < < x / ) u x _ § / � ) < * x eC) \ ® m u w m u 4 = u O N 3 a U U c m o µ, `o c co U p Q ry C �l � � w N O O � N R W ~ � � � m L T O � C O O C � d 4 0 � U o X N U U d 0 o � UU � o N � a y d h XN N w' N � _ h ¢ N N aU m m c YC OU d � m O � OU m > k iC ea U v O v° 0 u eaC rnl �' pp v m v v v °� yv m y Z' 4 '�"� I-4 F N 7 9b0 O bOp O X00 O �N F ttl .0 F U O N O N O T T T O ti C7 U a wzoUoc> oUamavv 000UUUV ¢ mmv Uw ¢ wmwU k \ � k ! ) {� f § _ ) k ! R § e !!° !!� , !!« . : !« !� !u !�!� !� ! ! ! ! ! ! 4 ] j M j Draft-Modifications since 10/17/06 EDC/COW Draft-Modifications since 10117106 EDC/COW Document comparison done by DeltaView on Wednesday, October 18, 2006 431:21 PM Input: Document 1 cdocs:// rchica o/343054/5 Document 2 cdocs:// rchica o/343054/6 Rendering set JG&R No Color, No Moves Legend: Tnsertion Beletiea Moved to Style change Format change Inserted cell Deleted cell Moved cell Split/Merged cell jPadding cell Statistics: Count Insertions 24 Deletions 26 Moved from 0 Moved to 0 Style change 0 Format chan ed 0 Total changes 50 CLF414 �/�QSIID1� AMENDMENT TO ANNEXATION AGREEMENT AND PLANNED DEVELOPMENT AGREEMENT DATED 2006 BETWEEN MPLIV 10,LLC, MPLIV 20, LLC, MLH YORKVILLE, LLC, LAKEWOOD LAND L.L.C., AND THE UNITED CITY OF YORKVILLE, ILLINOIS /343054.v 6 10/182006 10:15 AM STATE OF ILLINOIS ) SS COUNTY OF KENDALL ) AMENDMENT TO ANNEXATION AGREEMENT AND PLANNED DEVELOPMENT AGREEMENT This AMENDMENT TO ANNEXATION AGREEMENT AND PLANNED DEVELOPMENT AGREEMENT (this "Amendment') is made and entered into this _ day of 12006, by and between MPLIV 10, LLC ("MPLIV 10"), MPLIV 20, LLC ("MPLIV 20") AND MLH YORKVILLE, LLC ("MLH'; collectively with 10 and 20 referred to herein as "Owners"), LAKEWOOD LAND L.L.C. and its successors and assigns ("Lakewood") the UNITED CITY OF YORKVILLE, ILLINOIS, an Illinois municipal corporation (the "CITY'), by and through its Mayor and CITY Council(hereinafter referred to collectively as the "Corporate Authorities"). WITNESS: WHEREAS, on September 27, 2005, Owners and Pulte Home Corporation, a Michigan corporation ("Pulte") entered into an Annexation Agreement and Planned Development Agreement (the "Agreement') with the City for the annexation and rezoning of certain tracts and parcels of land collectively called the "Subject Property"; and WHEREAS, MLH is the owner of that portion of the Subject Property that is legally described as Parcel 2 of Exhibit C attached hereto and made a part hereof (the "Northern Commercial Parcel"); and WHEREAS, MPLIV 20 is the owner of that portion of the Subject Property that is legally described in Parcel 1 of Exhibit C attached hereto and made a part hereof (the "Southern Commercial Parcel; collectively with the Northern Commercial Parcel referred to herein as the "Commercial Parcel'); and WHEREAS, MLH is the owner of approximately 161.3 acres of the Subject Property that are legally described on Exhibit B-2(2) attached hereto and made a part hereof. (the "Conventional Residential Parcel'); and WHEREAS, MLH and MPLIV 10 are the owners of approximately 312.3 acres of the Subject Property that are legally described on Exhibit B-I attached hereto and make a part hereof (the "Age-Restricted Residential Parcel'); and WHEREAS, Pulte has withdrawn as developer of the Subject Property, no longer intends to develop any portion of the Subject Property, and has no contractual interest in any of the Subject Property; and WHEREAS, Lakewood has entered into a contract with MLH to purchase a portion of the Age-Restricted Residential Parcel and has entered into a separate contract with MPLIV 10 to purchase the remaining portion of the Age-Restricted Residential Parcel; and 2 WHEREAS, Lakewood intends to assign its rights and obligations under the aforementioned contracts for the Age-Restricted Residential Parcel to an affiliate of Lakewood which will develop the Age-Restricted Restricted Residential Parcel; and WHEREAS, Lakewood intends to assume the obligations of "Developer" under the Agreement with respect to the Age-Restricted Residential parcel, but no other obligations under the Agreement; and WHEREAS, Lakewood shall have no obligations relating to any portion of the Subject Property other than the Age-Restricted Residential Parcel; and WHEREAS, Lakewood, the Commercial Developer and the developer of any other portion of the Subject Property shall hereinafter be referred to individually as "Developer" and collectively as "Developers" and each Developer shall be liable for the portion of the Subject Property that they develop; and WHEREAS, it is the intent of the parties that, except as expressly noted, the financial and performance obligations owed to the City under the Agreement shall be performed by the entity directly responsible for the development of that part of the Subject Property in question, (when the term "Developer" is used throughout this Agreement, it refers to the actual entity that applies for and receives approval as to final plats, or seeks or obtains building permits for any or all of the Subject Property). It has been disclosed by Owners and Lakewood and acknowledged by the City that the Developer of any part of the Subject Property need not be Owner or Lakewood; and WHEREAS, from and after the date of this Amendment, when the term "Agreement" is used throughout the Agreement and this Amendment, it shall mean the Agreement as amended by this Amendment; and WHEREAS, Owner proposes that the Subject Property be re-zoned under the Zoning Ordinance as follows: (1) an R-3 Single-Family Residence District under the Zoning Ordinance with a Special Use for a Planned Development as an age-restricted community consisting of detached single family residences on the Age-Restricted Residential Parcel, which is depicted as Neighborhoods 1 through 14 on the Land Plan prepared by SEC Planning Consultants dated February 23, 2006 (the "Concept Plan") attached hereto as Exhibit D and depicted on the Preliminary PUD Plat prepared by Smith Engineering Consultants, Inc. and comprised of 32 pages and dated March 23, 2006 ("Preliminary PUD Plan") attached hereto as Exhibit E-1, the Preliminary Landscape Plan prepared by SEC Planning Consultants dated February 23, 2006 ("Preliminary Landscape Plan") attached hereto as Exhibit E-2, and the Preliminary PUD Plan prepared by Smith Engineering Consultants, Inc. comprised of 9 pages and last revised March 23, 2006 ("Preliminary Engineering Plan") attached hereto as Exhibit E-3; (ii) an R-2 Single Family Residence District as a community consisting of detached single-family residences on the Conventional Residential Parcel, which is depicted as Neighborhoods 15 and 16 on the Concept Plan; and (iii) a B-3 Business District with the uses listed as Permitted Uses in the B-3 Business District on the Commercial Parcel,which is depicted as commercial on the Concept Plan; and WHEREAS, all public hearings, as required by law, were duly held by the appropriate hearing bodies of the City upon the matters covered by this Amendment. The City's Plan Commission conducted public hearings regarding the re-zoning, special use and Amendment to the Preliminary PUD Plan for the Age-Restricted Residential Parcel requested in the Amendment; and 3 WHEREAS, Owners and Lakewood are duly authorized to enter into this Amendment and desire to enter into this Amendment with the City; and WHEREAS, pursuant to the provisions of Section 11-15.1-1 et seq. and Section 7-1 et seq. of the Illinois Municipal Code, the proposed Amendment, in substance and in form substantially the same as this Amendment, was submitted to the Corporate Authorities and a public hearing was held thereon pursuant to notice as provided by ordinance and statute; and WHEREAS, in accordance with the powers granted to the City by the provisions of 65 ILCS 5111-15.1-1 through 15.1-5, inclusive, relating to amendment of annexation agreements, the parties hereto wish to enter into a binding agreement to amend certain provisions of the existing annexation agreement, as authorized by the provisions of said statutes; and WHEREAS, the Corporate Authorities of the City, after due deliberation have, by ordinance duly adopted, approved this Amendment and have directed the Mayor and Clerk of the City to execute this Amendment. NOW, THEREFORE, in consideration of the mutual covenants and agreements herein contained,the parties hereto agree as follows: I. INCORPORATION OF PREAMBLES. The forgoing Preambles to this Amendment are incorporated herein by reference as _though fully set forth herein verbatim. U. RE-ZONING AND APPROVAL OF NEW PLANNED UNIT DEVELOPMENT 2.1 The parties have agreed to re-zone the Subject Property as follows: A. As soon as reasonably practicable following the execution of this Amendment,the Corporate Authorities shall adopt such ordinances as may be necessary and appropriate to rezone the Subject Property, other than the Conventional Residential Parcel, under the Zoning Ordinance as follows: (i) an R-3 Single Family Residence District under the Zoning Ordinance with a Special Use for a Planned Development as an age-restricted community consisting of detached single-family residences in accordance with the Preliminary PUD Plan attached hereto as Exhibit E-1, the Preliminary Landscape Plan attached hereto as Exhibit E-2 and the Preliminary Engineering Plan attached hereto as Exhibit E-3 and this Agreement for the Age-Restricted Residential Parcel legally described on Exhibit B-1; and (ii) a B-3 Business District with the uses listed as Permitted Uses in the B-3 Business District on the Commercial Parcel legally described on Exhibit C attached hereto; provided that the interim use of all or any portion of the Subject Property as agricultural shall be permitted as legal non-conforming uses of the Subject Property until such portions are actually developed. B As soon as reasonably practicable after the Conventional Residential Parcel depicted on Exhibit B-2(2) becomes contiguous with the corporate boundaries of the City, the Corporate Authorities shall adopt such ordinances as may be necessary and appropriate to annex and rezone the Conventional Residential Parcel under the provisions 4 of the Zoning Ordinance as an R-2 Single-Family Residence District as a community containing detached single-family residences on approximately 161.3 acres. C. Owners and Developer agree that the Subject Property shall be developed in accordance with the ordinances of the City, as approved or subsequently amended, unless otherwise provided for herein, and agree to follow all of the policies and procedures of the City in connection with such development except as modified in this Agreement and the Preliminary PUD Plan (Exhibit E-1), Preliminary Landscape Plan (Exhibit E-2) and Preliminary Engineering Plan(Exhibit E-3). D. The City agrees to consider future applications for a special use if required by the Zoning Ordinance, for portions of the Commercial Parcel, including applications for uses that are designated special uses within the B-3 zoning classification as of the date of this Agreement. At such time as the locations of any of such uses are determined, Owner of the Commercial Parcel shall apply for special uses therefor and the City shall conduct any necessary public hearings therefor, after the application is made. 2.2 Exhibit B-1. From and after the date that the Subject Property is rezoned in accordance with this Amendment, all references to Exhibit B-1 to the Agreement shall be deemed to be references to Exhibit B-1 attached hereto. 2.3 Exhibit B-2(1). From and after the date that the Subject Property is rezoned in accordance with this Amendment, all references to Exhibit B-2(1) to the Agreement shall be deemed to be references to Exhibit B-2(1) attached hereto. 2.4 Exhibit B-2(2). From and after the date that the Subject Property is rezoned in accordance with this Amendment, all references to Exhibit B-2(2) to the Agreement shall be deemed to be references to Exhibit B-2(2) attached hereto. 2.5 Exhibit C. From and after the date that the Subject Property is rezoned in accordance with this Amendment, all references to Exhibit C to the Agreement shall be deemed to be references to Exhibit C attached hereto. 2.6 Exhibit D. From and after the date that the Subject Property is rezoned in accordance with this Amendment, all references to Exhibit D to the Agreement shall be deemed to be references to Exhibit D attached hereto. 2.7 Exhibit E. From and after the date that the Subject Property is rezoned in accordance with this Amendment, all references to Exhibit E to the Agreement shall be deemed to be 5 references to Exhibit E-1 "Preliminary PUD Plat for Age-Restricted Residential Parcel," Exhibit E-2 'Preliminary Landscape Plan for Age-Restricted Residential Parcel' and Exhibit E-3 'Preliminary Engineering Plan for Age-Restricted Residential Parcel' attached hereto. III. SUBSTITUTION OF EXIIIBIT F Exhibit F to the Agreement "List of Variations for Age-Restricted Residential Parcel' is hereby deleted in its entirety and replaced with Exhibit F "Standards for Age-Restricted Residential Parcel' attached hereto. IV. UTILITIES,EASEMENTS AND PUBLIC IMPROVEMENTS 4.1 The first paragraph of Section 4 of the Agreement "Utilities, Easements and Public Improvements" is hereby deleted in its entirety from the Agreement and replaced with the following paragraph: 4. UTILITIES, EASEMENTS AND PUBLIC IMPROVEMENTS. Owners and Developer agree that any extension and/or construction of the utilities and public improvements shall be performed in accordance with existing City subdivision regulations as vaned by this Agreement. Any on-site work and the cost thereof shall be the responsibility of Owners and Developer within their respective parcels. The utilities and public improvements to be installed on the Age Restricted Residential Parcel are depicted on Exhibit E-3 attached hereto ("PUD Utilities and Public Improvements"). The City shall have the sole responsibility of obtaining any off-site easements for sanitary sewer and the water distribution and responsibility for off-site street related improvements. In the event the City cannot obtain the necessary off-site easements for the extension of the watermains, Owners and Developer shall be allowed to extend water mains or sewer from other locations to their respective parcels on the Subject Property within existing easements or rights-of-way. 4.2 The following new third paragraph to Section 4 is hereby added to the Agreement: All stormwater basins constructed by an Owner or Developer of the Age-Restricted Residential Parcel or the Conventional Residential Parcel on its respective Residential Parcel shall either be maintained by such Owner or Developer or shall be maintained by the Association (as hereinafter defined) for such Residential Parcel. All stormwater basins constructed on the Commercial Parcel by the Owner of the Commercial Parcel or by the Commercial Developer shall be maintained by such Owner or by the Commercial Developer. V. WELL SITE The following new Section 5.E is hereby added to the Agreement: 6 E. On or after the date hereof, the City and its representatives may, from time to time, enter upon the Subject Property for the purposes of inspecting and drilling the same in order to locate a well site. The Owners and Developers agree to cooperate with the City in the conduct of its investigations. Said right of entry is upon the express condition that the City shall not suffer or permit any mechanics' liens to attach to the Subject Property. The City shall indemnify, save and hold the Owners and Developers harmless from and against any claim of loss or damage made by any third party arising from the entry onto the Subject Property by the City, its employees, representatives, or agents. The City shall be liable for actual damage to crops calculated on a per acre basis based upon the current prevailing market rates for the crop in question. The City shall notify the applicable Owner and Developer of the Subject Property of its proposed location of a one half acre well site on the such Owner's and Developer's portion of the Subject Property (the "Well Site"), which location shall be subject to the reasonable approval of such Owner and Developer. The Owner of such portion of the Subject Property shall donate the Well Site to the City; provided, however that the location of the Well Site shall not reduce the density of the such Owner's or Developer's parcel and shall not require changes to such Owner's or Developer's Preliminary Engineering Plans or otherwise substantially impact such Owner's or Developer's engineering. At the time each Owner/Developer applies for its first final plat, such Owner/Developer shall pay a fee to the City to reimburse the City for the aforementioned well site investigation. The amount of such fee shall equal$9.39 multiplied by the number of acres in such Owner/Developer's portion of the Subject Property. VI. FACILITIES PLANNING AREA Section 6.0 of the Agreement is hereby deleted in its entirety from the Agreement and replaced with a new Section 6.0 which reads as follows: C. That the Subject Property is entirely within the Facilities Planning Area (the "FPA") of the YBSD. VII. SANITARY SEWER INTERCEPTOR FUNDING AGREEMENTS 7.1 Section 6.E of the Agreement is hereby deleted in its entirety from the Agreement and replaced with a new Section 6.E which reads as follows: E. In order to assist the City in funding the cost of extending the Rob Roy Interceptor from the YBSD Treatment Plant to the Subject Property and through the Subject Property to the Commonwealth Edison right of way and in funding the cost of extending the Westerly Trunk Line to the westerly boundary of the Age-Restricted Residential Parcel as provided herein, each Owner shall individually, at the request of the City enter into a "Sanitary Sewer Interceptor Funding Agreement" similar to the agreement recently entered into by the City, YBSD and several developers for the funding of the cost of building the Rob Roy Interceptor, whereby such Owner shall prepay the amounts due to YBSD under the City and YBSD Ordinance ($3,523 per acre Infrastructure Participation Fee to due YBSD and $2,000 per unit City Sewer Connection Fee) for its portion of the Subject Property equal to its proportionate share to service the bonds issued to pay for the costs of installing the interceptors referred to in this Section 6.E. 7 7.2 Rob Roy Creek. The following new Section 6.G is hereby added to the Agreement: G. The Owners and Developer of the Commercial Parcel shall provide profiles as well as provide appropriate discharge enhancements for stormwater into Rob Roy Creek as part of any preliminary and final landscaping or preliminary and final engineering plat for a Phase or Phases affecting Rob Roy Creek as determined by the City. The Owners and Developer of the Commercial Parcel shall provide the engineering and installation of the Rob Roy Regional Trail as part of any preliminary and final landscaping or preliminary and final engineering plan for a Phase or Phases containing the Rob Roy Regional Trail VIII. STREETS AND ROADS 8.1 Perimeter Roadways. Section 7.B of the Agreement "Perimeter Roadways" is hereby deleted in its entirety from the Agreement and replaced with a new Section 73 which reads as follows: B. Perimeter Roadways: Subject to the applicable governmental laws, ordinances and regulations, those portions of the perimeter roadways to the Age-Restricted Residential Parcel, Conventional Residential Parcel and Commercial Parcel as depicted on Exhibit N attached hereto shall be dedicated, constructed and/or bonded by the Developer of such parcel as it develops such parcel. The costs incurred in connection with any parcel shall be credited against the $2,000 per unit Off-Site Road Fee otherwise payable to the City for such parcel and shall further be credited against the $1,549 per unit Kendall County Transportation Fee as to the access improvements installed on Galena Road, only. All other improvements to Galena Road and Base Line Road required by the City shall be installed by the City at its own cost. 8.2 Beecher Road. The following new Section 7.0 is hereby added to the Agreement: C. Beecher Road. Lakewood's obligation, as depicted on Exhibit N, to construct, install and dedicate Beecher Road from its southernmost point at Galena Road to its termination point at Base Line Road at such time as the portion of the Age-Restricted Residential Parcel adjacent to Beecher Road is developed, which may be in the final phase of Lakewood's development, shall be subject to the requirements of this Section 7.C. The City has requested that Lakewood construct Beecher Road wider than a normal local residential City street and Lakewood has agreed to build such wider road provided that Lakewood receives a credit against the $2,000 per unit Off-Site Road Fee otherwise payable to the City for the Age-Restricted Residential Parcel and the $1,549 per unit Kendall County Transportation Fee payable for the Age-Restricted Residential Parcel (collectively, the "Road Credits"). The amount of the Road Credits shall equal the difference between the cost to build Beecher Road as requested by the City and the cost 8 to construct a normal local residential City street (the "Excess Road Costs") for all of Beecher Road from Galena Road to its termination point at Base Line Road. In addition, the Owner of the Conventional Residential Parcel shall enter into to enter into a recapture agreement with Lakewood which shall provide that Lakewood shall be reimbursed for the difference between: (a) the cost of designing and installing the portion of Beecher Road from the southern boundary of the Conventional Residential Parcel to its termination point at Base Line Road and(b) the amount of Road Credits Lakewood receives from the City and Kendall County which are applicable to the portion of Beecher Road from the southern boundary of the Conventional Residential Parcel to its termination point at Base Line Road. The recapture agreement shall be prepared by Lakewood and shall be reasonably acceptable to the Owner of the Conventional Residential Parcel. Such recapture agreement shall explicitly give Lakewood an easement for installing Beecher Road through the Conventional Residential Parcel. It shall also provide that Lakewood shall have the right to assign the agreement or the benefits of the agreement to a third party, that Lakewood shall be entitled to interest at the prime rate of interest published in the Wall Street Journal from the date the work on Beecher Road is completed until the date Lakewood is repaid and that the entire amount of the recapture shall be due Lakewood on the date development commences on the Conventional Residential Parcel, but in no event later than 10 years from the date of the recapture agreement. The parties acknowledge that there is a portion of property (the "Intervening Parcels") to the north of the Age-Restricted Residential Parcel and to the south of the Conventional Residential Parcel that is not owned by any Owner and that Lakewood will be unable to connect Beecher Road from the Age-Restricted Residential Parcel to the Conventional Residential Parcel without an easement from the owners of the Intervening Parcels. The Owner of the Conventional Residential Parcel agrees and acknowledges that it is obligated to obtain easements for the benefit of Lakewood from the owners of the Intervening Parcels at no cost to Lakewood and that Lakewood shall have no obligation to connect the portion of Beecher Road on the Conventional Residential Parcel to the southern portion of Beecher Road unless the Owner of the Conventional Residential Parcel obtains such easements at no cost to Lakewood. 8.3 Route 47 Improvements. The following new Section 7.13 is hereby added to the Agreement: D. Route 47 Improvements. 1. Owner & Developers Participation in Engineering Expenses. The Owner and Developers of the Commercial Parcel agree to financially participate in the engineering expense for the improvement of Illinois Route 47 adjacent to the Subject Property pursuant to the terms of this Agreement. Such Owner's and Developers' portion of said Route 47 engineering expense shall not exceed $210,261.00. Such Owner and Developers shall make the aforesaid payment for engineering expense only and shall not at any time be required by the City to pay any sum to the City for the improvements to Route 47. Said $210,261.00 payment will be payable at time of final plat or building permit approval, whichever is first, of any portion of the 110 acre Commercial Parcel depicted on the Concept Plan. 9 Furthermore, the City will agree to support a permit for at least two full access points into the Subject Property from Illinois Route 47 as a condition to the payment of said engineering expense for Illinois Route 47. 2. Dedication of Land. Upon City verifying to Owner and Developer of the Commercial Parcel that the funding mechanisms contemplated in the subsequent paragraphs are adequately provided for, then within thirty (30) days of a written request from the City which includes legal descriptions and exhibits as necessary, Owner and Developer of the Commercial Parcel shall by warranty deed, grant fee simple title to the necessary right-of-way, as determined by the Route 47 Phase I Engineering Study to the Illinois Department of Transportation to provide the necessary land for widening of Route 47. 3. Value of Land Dedication. The Parties agree that the land which is to be dedicated to the Illinois Department of Transportation to provide the necessary right-of-way for the widening of Route 47 shall be valued at the higher of either a fixed value of two-hundred and seventy-five thousand dollars ($275,000.00) per acre, or based upon a real estate appraisal of said land to be conducted as part of the Phase 1 Engineering Study for the project. 4. Tax Rebate Agreement. To offset the land cost associated with the Owner, the engineering expense for and Developer's land dedication required by the City for Route 47 widening, as well as any improvements and/or signalization along Route 47 abutting the Subject Property mandated by the Illinois Department of Transportation as part of the approval for access to the Subject Property, the City agrees to enter into a sales tax rebate agreement with the Owner(s) and Developer(s) of the Commercial Parcel. Consistent with the terms of this Agreement the City shall place in a separate account for the benefit of Owner(s) and Developer(s) of the Commercial Parcel fifty percent (50%) of the City's one percent (1%) portion of the State Retailer's Occupation Tax received by the City as a result of the development of the Commercial Parcel. The period of computation shall begin for Developer(s), and Owner(s) upon occupancy of the first unit of commercial retail development within each respective Lot on the Commercial Parcel, and will continue for a period of twenty (20) years or until the Owner(s) and Developer(s) have been rebated one hundred percent (100%) of their respective share of the Route 47 land dedication, as well as one-hundred percent (100%) of their respective share of the $210,261.00 payment set forth herein, as well as six percent(6%) interest,whichever occurs first. 5. City and State Cooperation to Improve Route 47. It is contemplated between the Parties that the City may create a Business District as described by the Business District Development and Redevelopment Act, 65 ILCS 5/11-74.3 et seq. which would allow for the generation of additional sales tax revenue on the Commercial Parcel, at a rate of no more than an additional one percent (1%) tax. The Owner/Developer agrees to not object to the creation of said Business District. One hundred percent (100%) of all revenues received as a result of the aforesaid additional tax would be rebated back to the Owner(s) and Developer(s) by City as reimbursement for Owner(s) and Developer(s') share of engineering expenses and/or for improving and/or signalizing Route 47 abutting the Subject Property. 10 Furthermore, the City agrees to make every reasonable effort to petition the State of Illinois to relinquish a percentage of the State's portion of the State Retailer's Occupation Tax, and pay any such funds relinquished directly to the City. If the State of Illinois enters into such an agreement with the City to release any portion of the State's share of the State Retailers Occupation Tax then one hundred percent (100%) of such funds shall be paid by the City to the Owner(s) and Developer(s) to help offset the Owner(s') and Developer(s') extraordinary expenses incurred in dedicating land, and making the $210,261.00 payment set forth herein, and for improving and/or signalizing Route 47 abutting the Subject Property. It is also understood by and between the Parties that subsequent to the execution of this Agreement the City may explore and implement an alternative method of financing the required Route 47 improvements, which alternative may not have been contemplated in this Agreement, such as the establishment of a TIFF district, Special Service Area, or Bond Financing. If subsequent to the execution of this Agreement the City establishes such an alternative form of funding to improve Route 47 the Owner(s) and Developer(s) of the Commercial Parcel shall have the right to participate in any such alternative form of financing if they should so choose at their sole option. 8.4 Exhibit N. Exhibit N to the Agreement Perimeter Roads for Which Developer Has Responsibility" is hereby deleted in its entirety and replaced with Exhibit N "Perimeter Roads for Which Owners and/or Developers Have Responsibility" attached hereto. IX. FEES AND CHARGES 9.1 Section 13.A. Section 13.A of the Agreement is hereby deleted in its entirety from the Agreement and replaced with a new Section 13.A which reads as follows: A. During the first five (5) years following the date of this Agreement, the City shall impose upon and collect from the Owners and/or Developer, and their respective contractors and suppliers, only those permit, license, tap-on and connection fees and charges, and impact fees and in such amount or at such rate, as are in effect on the date of this Agreement and as are generally applied throughout the City, except as otherwise expressly provided for in this agreement on the Fee Schedules attached hereto and made a part hereof as Exhibit H-I and Exhibit H-2. At the expiration of this five (5) year term, the City shall give the Owners and Developer a one (1) year grace period from the date they are notified of any changes to the permit, license, tap on and connection fees and charges in order to comply with the new regulations,but no increased impact fees or new impact fees shall apply to the Subject Property. 11 9.2 Exhibit H-1. Exhibit H-1 to the Agreement Fee Schedule for Age-Restricted Residential Parcel' is hereby deleted in its entirety and replaced with Exhibit H-1 "Fee Schedule for Age- Restricted Residential Parcel' attached hereto. 9.3 Exhibit H-2. Exhibit H-2 to the Agreement "Fee Schedule for Conventional Residential Parcels" is hereby deleted in its entirety and replaced with Exhibit H-2 "Fee Schedule for Conventional Residential Parcels" attached hereto. YL SCHOOL AND PARK DONA'T'IONS 10.1 Section 15 of Agreement. Section 15 of the Agreement is hereby deleted in its entirety from the Agreement and replaced with a new Section 15 which reads as follows: 15. SCHOOL AND PARK DONATIONS. The Owner and/or Developer of the Conventional Residential Parcel shall be responsible for making the contributions outlined in Exhibit I to the Yorkville Community School District #115 ("School District"),, and the City for the estimated impact and donation that is projected to be experienced by said entities as a result of the development of the Conventional Residential Parcel in the manner provided for under this Agreement. The Owner and/or Developer of the Residential Parcels shall be responsible for making the contributions outlined in Exhibit J to the City of Yorkville Park Department ('Park Department') and the City for the estimated impact and donation that is projected to be experienced by said entities as a result of the development of the Residential Parcels in the manner provided for under this Agreement. There shall be no school contribution required for the Age- Restricted Residential Parcel except as the Owner and/or Developer thereof may voluntarily agree to with the School District in the sole determination of such Owner and/or Developer and there shall be no other school and park contributions required for the Residential Parcels, except as set forth in Exhibits I and J. There shall be no school'or park contributions required or made for the Commercial Parcel. For purposes of making any donations to the Park Department for the Age-Restricted Residential Parcel, the formula utilized by the City establishing the amount of the contribution on the basis of expected population to be generated by a development shall be revised to attribute a population of 1.8 adult persons per dwelling unit in order to arrive at a donation for each dwelling unit within the Age-Restricted Residential Parcel. All cash donations to the Park Department from the Age-Restricted Residential Parcel shall be used by the City for donations based on expected population. 10.2 Exhibit I. Exhibit I to the Agreement "School Contributions" is hereby deleted in its entirety and replaced with Exhibit I "School Contributions" attached hereto. 12 10.3 Exhibit J. Exhibit J to the Agreement "Park Contributions" is hereby deleted in its entirety and replaced with Exhibit J "Park Contributions" attached hereto. XI. SUBSTITUTION OF EXHIBIT K Exhibit K to the Agreement "Signage" is hereby deleted in its entirety and replaced with Exhibit K "Signage" attached hereto. XH. LOCATION OF MODEL HOMES IN AGE-RESTRICTED RESIDENTIAL PARCEL 12.1 Section 17. The first paragraph of Section 17 is hereby deleted from the Agreement and replaced with a new first paragraph of Section 17 which reads as follows: 17. MODEL HOMES, PRODUCTION UNITS AND SALES TRAILERS. During the development and build out period of the Residential Parcels (subsequent to final plat approval), the Owners and Developers of the Residential Parcels, and such other persons or entities as such Owners and Developers may authorize, may construct, operate and maintain model homes and sales trailers within the Residential Parcels staffed with such Owners' and Developers', or such other person's or entity's, sales and construction staff, and may be utilized for sales offices. The number of such model homes and sales trailers shall be as from time to time determined or authorized by such Owners or Developers. The locations of such model homes and sales trailers in the Conventional Residential Parcel shall be as from time to time determined or authorized by the Owner or Developer of such parcel. The locations of such model homes and sales trailers in the Age-Restricted Residential Parcel shall be as depicted on Exhibit K-1 attached hereto. 12.2 Exhibit K-1. The new Exhibit K-1 "Location of Model Homes in the Age-Restricted Residential Parcel" attached hereto is hereby added to the Agreement. X111. IMPROVEMENTS BENEFITING OTHER PROPERTIES 13.1 Section 20. Section 20 of the Agreement is hereby deleted in its entirety from the Agreement and replaced with a new Section 20 which reads as follows: 20. IMPROVEMENTS BENEFITING OTHER PROPERTIES. In the event oversizing and/or deepening of public improvements is hereafter requested and properly authorized by the City for the purpose of serving property other than the Subject Property, or in the event any public improvements installed by a Developer or an Owner benefit property other than this Subject Property, even if not oversized or deepened, the 13 City shall enter into a Recapture Agreement, as defined in Section 24(A) hereof, with such Owner and/or Developer providing for the payment of the cost of such oversizing or the prorata portion of the costs of any improvements benefiting the properties by the owners of properties benefited by the same, which Recapture Agreement shall be substantially in the form attached hereto as Exhibit L. The improvements which qualify as oversized or as benefiting other properties and the identity of the benefited properties (by location map and/or permanent index number) shall be identified at the time of approval of Final Engineering for each phase of development. A phase may include more than one neighborhood. 13.2 Exhibit L. Exhibit L to the Agreement "Recapture Agreement" is hereby deleted in its entirety and replaced with Exhibit L "Form Recapture Agreement" attached hereto. XIV. ANTI-MONOTONY 14.1 Section 26. Section 26 of the Agreement is hereby deleted in its entirety from the Agreement and replaced with a new Section 26 which reads as follows: 26. COVENANTS. In lieu of any architectural control ordinances adopted by the City, the Developer of the Conventional Residential Parcel agrees to impose covenants, conditions and restrictions relating to facade materials, accessory structures and other building restrictions at the time of final plat submittal for each unit of the Conventional Residential Parcel. Such Developer shall include provisions in the covenants to provide that the Association (as defined in Section 27 below) shall be responsible for the maintenance of landscaping within the perimeter landscaping easements, signage provided on the Conventional Residential parcel, and other obligations as determined at the time of final platting and as referenced in this Agreement. In lieu of any architectural control ordinances adopted by the City, the Developer of the Age-Restricted Residential Parcel agrees to impose covenants, conditions and restrictions relating to facade materials, accessory structures and other building restrictions at the time of final plat submittal for each unit of the Age-Restricted Residential Parcel. The Developer of the Age-Restricted Residential Parcel agrees construct the single-family homes in the Age-Restricted Residential Parcel in accordance with the architectural elevations and monotony matrix attached hereto as Exhibit O (collectively, the "Elevations"). The City hereby approves the Elevations and the Developer of the Age-Restricted Residential Parcel agrees that any units constructed in the Age-Restricted Residential Parcel that do not comply with the Elevations shall comply with the City's architectural control ordinance. The parties agree that a minimum of fifty percent (50%) of the single-family homes in the Age-Restricted Residential Parcel shall have masonry elements consistent with the front elevations shown in Exhibit O. The Developer of the Age-Restricted Residential Parcel shall include provisions in the covenants to provide that the Association (as defined in Section 27 below) shall be responsible for the maintenance of landscaping within the perimeter landscaping easements, signage provided on the Age-Restricted Residential parcel, and other 14 obligations as determined at the time of final platting and as referenced in this Agreement. 14.2 Exhibit O. Exhibit O to the Agreement "Pulte Anti-Monotony Policy" is hereby deleted in its entirety and replaced with Exhibit O "Architectural Elevations and Anti-Monotony Matrix for Age-Restricted Residential Parcel" attached hereto. XV. HOMEOWNERS ASSOCIATION 15.1 Section 27.A of the Agreement is hereby deleted in its entirety from the Agreement and replaced with a new Section 27.A which reads as follows: A. Homeowners Associations. Developer shall establish through separate declarations of covenants, conditions and restrictions for each of the Residential Parcels, a Homeowner's Association ("Association") of all lot owners with each of Conventional Residential Parcel and the Age-Restricted Residential Parcel and a mandatory membership of all lot owners in the Association for each of the Residential Parcels. The Associations shall have the primary responsibility and duty to carry out and pay for the maintenance of the Common Facilities (defined below) through assessments levied against all dwelling units within each of the Residential Parcels. A maintenance easement shall be established over all of the Common Facilities located on the final plat for each Phase of Development for the Association that undertakes responsibility for the Common Facilities maintenance. The Association for each of the Residential Parcels will be responsible for the regular care, maintenance, renewal and replacement of the Common Facilities including stormwater detention areas and other open spaces within such Residential Parcel. The maintenance described herein shall include, without limitation, the mowing and fertilizing of grass, pruning and trimming of trees and bushes, removal and replacement of diseased or dead landscape materials and the repair and replacement of fences and monument signs, so as to keep the same in a clean, sightly and first class condition, and shall utilize each Association to provide sufficient funds to defray the costs of such maintenance and to establish reserve funds for future repairs and replacements and shall otherwise comply with the City's Property Maintenance Standards and Landscape Ordinance. The Common Facilities for the Age-Restricted Residential Parcel are those areas labeled "TO BE CONVEYED TO THE H.O.A." on the Preliminary PUD Plan. 15.2 Exhibit M. Exhibit M to the Agreement "Common Facilities for Age-Restricted Residential Parcel" is hereby deleted in its entirety and replaced with Exhibit M "Intentionally Omitted" attached hereto. XVI. NOTICES 15 16.1 Section 39.D. Section 39.D of the Agreement is hereby deleted in its entirety and replaced with a new Section 39.1)which reads as follows: D. Notices. Notices or other materials which any party is required to, or may wish to, serve upon any other parry in connection with this Agreement shall be in writing and shall be deemed effectively given on the date of the confirmed telefacsimile transmission, on the date delivered personally or on the second business day following the date sent by certified or registered mail, return receipt requested, postage prepaid, addressed as follows: If to Owner: MPLIV 10, LLC c/o Marquette Land Investments,LLC 463 Briargate South Elgin, IL 60177 Attn: Darren Sloniger Telephone: 630-263-8007 Fax No.: (847)-464-1581 MPLIV 20,LLC c/o Marquette Land Investments, LLC 463 Briargate South Elgin, IL 60177 Attn: Darren Sloniger Telephone: 630-263-8007 Fax No.: (847)-464-1581 MLH Yorkville, LLC e/o Marquette Land Investments,LLC 463 Briargate South Elgin, IL 60177 Attn: Darren Sloniger Telephone: 630-263-8007 Fax No.: (847)-464-1581 and copy to: Robert G. Gibson,Partner Dommermuth, Brestal, Cobine & West,Ltd 123 Water Street P.O. Box 565 Naperville,Illinois 60566-0565 (630)355-5800 Ext. 111 FAX(630)355-5976 16 If to Lakewood: C/o Lakewood Homes, Inc. 2700 West Higgins Road Suite 100 Hoffman Estates, IL 60169 Attn: Buz Hoffman Telephone: 847-884-8800 Fax: 847-884-8986 and copy to: Gould&Ratner 222 North LaSalle Street Suite 800 Chicago, Illinois 60601 Attn: John H. Mays Telephone: 312-236-3003 Fax: 312-236-3241 If to City: United City of Yorkville 800 Game Farm Road Yorkville, IL 60560 Attn: City Clerk Telephone: (630) 553-4350 Fax: (630) 553-7575 and copy to: United City of Yorkville 800 Game Farm Road Yorkville, IL 60560 Attn: John Wyeth,Esq. Attorney for United City of Yorkville Telephone: (630) 553-4350 Fax: (630) 553-7575 or to such other persons and/or addresses as any party may from time to time designate in a written notice to the other parties. XVII. SUBSTITUTION OF LIST OF EXHIBITS The List of Exhibits in the Agreement is hereby deleted in its entirety and replaced with a new List of Exhibits which reads as follows: LIST OF EXHIBITS EXHIBIT A-1 Legal Descriptions and Plat of Annexation of Subject Property (Area South of Commonwealth Edison Lines) EXHIBIT A-1 Legal Descriptions and Plat of Annexation of Subject Property (Area North of Commonwealth Edison Lines) EXHIBIT B-1 Legal Description of R-3 Age-Restricted Residential Parcel EXHIBIT B-2(1) Intentionally Omitted EXHIBIT B-2(2) Legal Description of R-2 Conventional Residential Parcel EXHIBIT C Legal Description of B-3 Commercial Parcel 17 EXHIBIT D Concept Plan for Subject Property EXHIBIT E-1 Preliminary PUD Plan for Age-Restricted Residential Parcel EXHIBIT E-2 Preliminary Landscape Plan for Age-Restricted Residential Parcel EXHIBIT E-3 Preliminary Engineering Plan for Age-Restricted Residential Parcel EXHIBIT F Standards for Age-Restricted Residential Parcel EXHIBIT G List of Current City Building Codes EXHIBIT H-1 Fee Schedule for Age-Restricted Residential Parcel EXHIBIT H-2 Fee Schedule for Conventional Residential parcel EXHIBIT I School Contribution EXHIBIT J Park Contribution EXHIBIT K Signage EXHIBIT K-1 Location of Model Homes in the Age-Restricted Residential Parcel EXHIBIT L Form Recapture Agreement EXHIBIT M Intentionally Omitted EXHIBIT N Perimeter Roads For Which Owners and/or Developers Have Responsibility EXHIBIT O Architectural Elevations and Anti-Monotony Matrix For Age- Restricted Residential Parcel XVIII. GENERAL PROVISIONS. 18.1 This Amendment shall be binding upon and inure to the benefit of the parties hereto,their successors and assigns. 18.2 This Amendment shall be enforceable in any court of competent jurisdiction by either party by an appropriate action at law or in equity to secure the performance of the covenants herein described. 18.3 In the event of any conflict between this Amendment and any other provision in the Agreement or Ordinances of the City in force at the time of execution of this Amendment, the provisions of this Amendment shall prevail to the extent of any such conflict or inconsistency. 18.4 If any provision of this Amendment is held invalid, the City shall immediately make a good faith effort to take such action as may be necessary to readopt or reaffirm this amendment or any underlying resolution or ordinance in order to cure such invalidity. If after such actions by the City a provision of this Agreement is held invalid the City shall take all such actions as may be necessary to provide the Developer the practical benefits and realize the intent of this Amendment. 18.5 Terms not specifically defined in this Amendment shall have the meanings attributed to them in the Agreement. 18 IN WITNESS WHEREOF, the CORPORATE AUTHORITIES, OWNERS and LAKEWOOD have caused this instrument to be executed by their respective proper officials, duly authorized to execute the same, on the day and year first above written. CITY: UNITED CITY OF YORKVILLE, an Illinois municipal corporation By: Mayor Attest: City Clerk LAKEWOOD: LAKEWOOD L D L.L.C., an I11h limi ability company By: L W ME , INC., an Il ' of o a its member By: Name: t 0ITM Its: l ENT Attest: I Name: Its: T y 1 OWNERS: MPLIV 10,LLC By 17� Name: rc rr5 f I It h1d�,i(�rLxi MP IV 20,LLC By: ,. Nam Its: MLH YORKVIE LLE,LLC y: t Name: Its: +b-- PREPARED BY AND RETURN TO: John H. Mays Gould&Ratner 222 North LaSalle Street Suite 800 Chicago, Illinois 60601 EXHIBIT B-1 LEGAL DESCRIPTION OF R-3 AGE-RESTRICTED RESIDENTIAL PARCEL PARCEL 1: THAT PART OF THE WEST HALF OF SECTION 5,TOWNSHIP 37 NORTH, RANGE 7 EAST OF THE THIRD PRINCIPAL MERIDIAN,DESCRIBED AS FOLLOWS: COMMENCING AT AN IRON PIPE MONUMENTING THE SOUTHEAST CORNER OF THE SOUTHWEST QUARTER OF SAID SECTION 5 PER DOCUMENT 9816650; THENCE NORTH 01 DEGREE 14 MINUTES 18 SECONDS WEST ALONG THE EAST LINE OF THE WEST HALF OF SAID SECTION 5 A DISTANCE OF 859.52 FEET TO A POINT ON THE NORTHERLY RIGHT-OF-WAY LINE OF GALENA ROAD PER DOCUMENT 145193;THENCE NORTH 74 DEGREES 19 MINUTES 52 SECONDS WEST ALONG SAID NORTHERLY RIGHT-OF-WAY LINE 1,264.55 FEET TO A POINT ON A LINE THAT IS 1,209.89 FEET WEST OF AND PARALLEL WITH SAID EAST LINE OF THE WEST HALF,SAID POINT BEING THE POINT OF BEGINNING;THENCE CONTINUING NORTH 74 DEGREES 19 MINUTES 52 SECONDS WEST ALONG SAID RIGHT-OF-WAY LINE 501.48 FEET TO A POINT OF CURVE,SAID CURVE BEING CONCAVE NORTHERLY,HAVING A RADIUS OF 42,935.00 FEET AND A CHORD THAT BEARS NORTH 73 DEGREES 46 MINUTES 33 SECONDS WEST 932.35 FEET,THENCE WESTERLY,ALONG THE ARC OF SAID CURVE,932.37 FEET;THENCE NORTH 73 DEGREES 09 MINUTES 13 SECONDS WEST 77.16 FEET TO THE WEST LINE OF THE SOUTHWEST QUARTER OF SAID SECTION 5;THENCE NORTH 01 DEGREE 12 MINUTES 43 SECONDS WEST ALONG SAID WEST LINE 914.99 FEET TO THE NORTHWEST CORNIER OF THE SOUTHWEST QUARTER OF SAID SECTION 5;THENCE NORTH 01 DEGREE 10 MINUTES 14 SECONDS WEST ALONG THE WEST LINE OF THE NORTHWEST QUARTER OF SAID SECTION 5,A DISTANCE OF 920.88 FEET THENCE NORTH 89 DEGREES 13 MINUTES 11 SECONDS EAST 1,441.07 FEET;THENCE SOUTH 01 DEGREE 14 MINUTES 18 SECONDS EAST 2,273.92 FEET TO THE POINT OF BEGINNING,ALL IN KENDALL COUNTY,ILLINOIS. PARCEL2: THAT PART OF THE WEST HALF OF SECTION 5,TOWNSHIP 37 NORTH, RANGE 7 EAST OF THE THIRD PRINCIPAL MERIDIAN,DESCRIBED AS FOLLOWS: COMMENCING AT AN IRON PIPE MONUMENTING THE SOUTHEAST CORNER OF THE SOUTHWEST QUARTER OF SAID SECTION 5 PER DOCUMENT 9816650; THENCE NORTH 01 DEGREE 14 MINUTES 18 SECONDS WEST ALONG THE EAST LINE OF THE WEST HALF OF SAID SECTION 5 A DISTANCE OF 859.52 FEET TO A POINT ON THE NORTHERLY RIGHT-OF-WAY LINE OF GALENA ROAD PER DOCUMENT 145193,SAID POINT BEING THE POINT OF BEGINNING;THENCE NORTH 74 DEGREES 19 MINUTES 52 SECONDS WEST ALONG SAID NORTHERLY RIGHT-OF-WAY LINE I,264.55 FEET AS TO A POINT ON A LINE THAT IS 1,209.89 FEET WEST OF AND PARALLEL WITH THE EAST LINE OF THE WEST HALF OF SAID SECTION 5;THENCE NORTH 01 DEGREE 14 MINUTES 18 SECONDS WEST ALONG SAID PARALLEL LINE 2,273.92 FEET;THENCE NORTH 89 DEGREES 13 MINUTES 11 SECONDS EAST 1,209.93 FEET TO THE EAST LINE OF THE WEST HALF OF SAID SECTION 5,THENCE SOUTH 01 DEGREE 14 MINUTES.18 SECONDS EAST ALONG SAID EAST LINE 2,632.00 FEET TO THE POINT OF BEGINNING, ALL IN KENDALL COUNTY,ILLINOIS. PARCEL 3: THAT PART OF THE EAST HALF OF SECTION 5,TOWNSHIP 37 NORTH, RANGE 7 EAST OF THE THIRD PRINCIPAL MERIDIAN,DESCRIBED AS FOLLOWS: COMMENCING AT AN IRON PIPE MONUMENTING THE SOUTHWEST CORNER OF THE SOUTHEAST QUARTER OF SAID SECTION 5 PER DOCUMENT 9816650; THENCE NORTH 01 DEGREE 14 MINUTES 18 SECONDS WEST ALONG THE WEST LINE OF THE EAST HALF OF SAID SECTION 5 A DISTANCE OF 859.52 FEET TO A POINT ON THE NORTHERLY RIGHT-OF-WAY LINE OF GALENA ROAD PER DOCUMENT 145193,SAID POINT BEING THE POINT OF BEGINNING;THENCE CONTINUING NORTH 01 DEGREE 14 MINUTES 18 SECONDS WEST ALONG SAID WEST LINE 2,925.23 FEET TO THE SOUTHERLY LINE OF THE COMMONWEALTH EDISON COMPANY PROPERTY PER DOCUMENT R73-2720;THENCE NORTH 87 DEGREES 56 MINUTES 31 SECONDS EAST ALONG SAID SOUTHERLY LINE 1,213.07 FEET;THENCE SOUTH 01 DEGREE 14 MINUTES 18 SECONDS EAST 3,320.69 FEET TO SAID NORTHERLY RIGHT-OF-WAY LINE OF GALENA ROAD;THENCE NORTH 73 DEGREES 55 MINUTES 29 SECONDS WEST ALONG SAID NORTHERLY RIGHT-OF-WAY LINE 1,270.52 FEET TO THE POINT OF BEGINNING,ALL IN KENDALL COUNTY,ILLINOIS. PARCEL 4: THAT PART OF THE EAST HALF OF SECTION 5,TOWNSHIP 37 NORTH, RANGE 7 EAST OF THE THIRD PRINCIPAL MERIDIAN,DESCRIBED AS FOLLOWS: COMMENCING AT AN IRON PIPE MONUMENTING THE SOUTHWEST CORNER OF THE SOUTHEAST QUARTER OF SAID SECTION 5 PER DOCUMENT 9816650; THENCE NORTH 01 DEGREE 14 MINUTES 18 SECONDS WEST ALONG THE WEST LINE OF THE EAST HALF OF SAID SECTION 5 A DISTANCE OF 859.52 FEET TO A POINT ON THE NORTHERLY RIGHT-OF-WAY LINE OF GALENA ROAD PER DOCUMENT 145193;THENCE SOUTH 73 DEGREES 55 MINUTES 29 SECONDS EAST ALONG SAID RIGHT-OF-WAY LINE 1,270.52 FEET TO THE POINT OF BEGIN- NING;THENCE NORTH 01 DEGREE 14 MINUTES 18 SECONDS WEST 3,320.69 FEET TO THE SOUTHERLY LINE OF THE COMMONWEALTH EDISON COMPANY PROPERTY PER DOCUMENT R73-2720;THENCE NORTH 87 DEGREES 56 MINUTES 31 SEC- ONDS EAST ALONG SAID SOUTHERLY LINE 1,140.23 FEET;THENCE SOUTH 00 DEGREES 32 MINUTES 31 SECONDS WEST 3,658.74 FEET TO SAID NORTHERLY RIGHT-OF-WAY LINE OF GALENA ROAD;THENCE NORTH 73 DEGREES 55 MINUTES 29 SECONDS WEST ALONG SAID NORTHERLY RIGHT-OF-WAY LINE 1,075.15 FEET TO THIN POINT OF BEGINNING,ALL IN KENDALL COUNTY,ILLINOIS. EXHIBIT B-2(1) INTENTIONALLY OMITTED EXHIBIT B-2(2) LEGAL DESCRIPTION OF R-2 CONVENTIONAL RESIDENTIAL PARCEL THAT PART OF THE NORTHWEST QUARTER OF SECTION 5,TOWNSHIP 37 NORTH,RANGE 7 EAST OF THE THIRD PRINCIPAL MERIDIAN,AND THAT PART OF THE NORTHEAST QUARTER OF SECTION 6,TOWNSHIP 37 NORTH,RANGE 7 EAST OF THE THIRD PRINCIPAL MERIDIAN DESCRIBED AS FOLLOWS: BEGINNING AT THE NORTHEAST CORNER OF THE NORTHWEST QUARTER OF SAID SECTION 5, SAID CORNER MONUMENTED BY A PK NAIL PER MONUMENT RECORD DOCUMENT 85-105; THENCE SOUTH 01 DEGREE 14 MINUTES.18 SECONDS EAST ALONG THE EAST LINE OF THE NORTHWEST QUARTER OF SAID SECTION 5 A DISTANCE OF 1,828.85 FEET TO THE NORTH LINE OF LAND CONVEYED TO THE COMMONWEALTH EDISON COMPANY PER DOCUMENT 732841; THENCE SOUTH 87 DEGREES 57 MINUTES 56 SECONDS WEST ALONG SAID NORTH LINE 3,783.96 FEET TO THE EAST LINE OF LAND CONVEYED TO THE COMMONWEALTH EDISON COMPANY PER SAID DOCUMENT 732841;THENCE NORTH 00 DEGREES 41 MINUTES 14 SECONDS WEST ALONG SAID EAST LINE 1,892.95 FEET TO THE NORTH LINE OF THE NORTHEAST QUARTER OF SAID SECTION 6; THENCE NORTH 88 DEGREES 48 MINUTES 56 SECONDS EAST ALONG SAID NORTH LINE 1,117.23 FEET TO THE NORTHWEST CORNER OF THE NORTHWEST QUARTER OF SAID SECTION 5;THENCE NORTH 88 DEGREES 59 MINUTES 11 SECONDS EAST ALONG THE NORTH LINE OF SAID NORTHWEST QUARTER 2,648.19 FEET TO THE POINT OF BEGINNING, IN KENDALL COUNTY,ILLINOIS. EXHIBIT C LEGAL DESCRIPTION Or B-3 COMMERCIAL PARCEL PARCEL 1: THAT PART OF THE SOUTHEAST QUARTER OF SECTION 5,THAT PART OF THE SOUTHWEST QUARTER OF SECTION 4,THAT PART OF THE NORTHEAST QUARTER OF SECTION 8 AND THAT PART OF THE NORTHWEST QUARTER OF SECTION 9 ALL IN TOWNSHIP 37 NORTH, RANGE 7 EAST OF THE THIRD PRINCIPAL MERIDIAN,DESCRIBED AS FOLLOWS: COMMENCING AT THE IRON ROD MONUMENTING THE SOUTHEAST CORNER OF SAID SEC- TION 5;THENCE NORTH 01 DEGREE 15 MINUTES 55 SECONDS WEST ALONG THE EAST LINE OF THE SOUTHEAST QUARTER OF SAID SECTION 5,A DISTANCE OF 1,550.82 FEET; THENCE NORTH 88 DEGREES 44 MINUTES 05 SECONDS EAST 409.15 FEET PERPEN- DICULAR TO THE LAST DESCRIBED COURSE TO THE POINT OF BEGINNING;THENCE NORTH 90 DEGREES 00 MINUTES 00 SECONDS EAST 221.96 FEET;THENCE NORTH 37 DEGREES 44 MINUTES 29 SECONDS EAST 115.96 FEET;THENCE SOUTH 89 DEGREES 12 MINUTES 43 SECONDS EAST 196.55 FEET TO THE CENTERLINE OF ROB ROY DITCH;THENCE SOUTH 02 DEGREES 13 MINUTES 10 SECONDS WEST 1,336.52 FEET ALONG SAID CENTERLINE; THENCE SOUTH 29 DEGREES 12 MINUTES 38 SECONDS WEST 600.81 FEET TO THE CEN- TERLINE OF GALENA ROAD AS NOW ESTABLISHED;THENCE NORTH 73 DEGREES 55 MINUTES 29 SECONDS WEST ALONG SAID CENTERLINE 677.76 FEET;THENCE NORTH 02 DEGREES 56 MINUTES 50 SECONDS WEST 348.47 FEET;THENCE NORTH 16 DEGREES 11 MINUTES 58 SECONDS EAST 599.13 FEET;THENCE NORTH 28 DEGREES 26 MINUTES 55 SECONDS EAST 750.54 FEET TO THE POINT OF BEGINNING,ALL IN KENDALL COUNTY,ILLINOIS. PARCEL 2: THAT PART OF THE WEST HALF OF SECTION 4,PART OF EAST HALF SECTION 5, PART OF THE NORTHEAST QUARTER OF SECTION 8,ALL IN TOWNSHIP 37 NORM RANGE 7 EAST OF THE I=PRINCIPAL MERIDIAN,DESCRIBED AS FOLLOWS: COMMENCING AT THE IRON ROD MONUMENTING THE SOUTHEAST CORNER OF SAID SECTION 5;THENCE NORTH 01 DEGREE 15 MINUTES 55 SECONDS WEST ALONG THE EAST LINE OF THE SOUTHEAST QUARTER OF SAID SECTION 5, A DISTANCE OF 1,550.82 FEET;THENCE NORTH 88 DEGREES 44 MINUTES 05 SECONDS EAST 409.15 FEET PERPENDICULAR TO THE LAST DESCRIBED COURSE TO THE POINT OF BEGINNING;THENCE SOUTH 28 DEGREES 26 MINUTES 55 SECONDS WEST 750.54 FEET;THENCE SOUTH 16 DEGREES 11 MINUTES 58 SECONDS WEST 599.13 FEET; THENCE SOUTH 02 DEGREES 56 MINUTES 50 SECONDS EAST 348.47 FEET TO THE CENTERLINE OF GALENA ROAD;THENCE NORTH 73 DEGREES 55 MINUTES 29 SECONDS WEST ALONG SAID CENTERLINE 296.00 FEET;THENCE NORTH 00 DEGREES 32 MINUTES 31 SECONDS EAST 3,700.25 FEET TO THE SOUTHERLY RIGHT-OF-WAY LINE OF THE COMMONWEALTH EDISON COMPANY;THENCE NORTH 87 DEGREES 56 MINUTES 31 SECONDS EAST 1,222.89 FEET TO THE CENTERLINE OF ROB ROY DITCH; THENCE SOUTH 03 DEGREES 43 MINUTES 10 SECONDS EAST ALONG SAID CENTER LINE 577.07 FEET;THENCE SOUTH 01 DEGREES 49 MINUTES 41 SECONDS WEST ALONG SAID CENTERLINE 298.55 FEET;THENCE NORTH 89 DEGREES 00 MINUTES 53 SECONDS EAST 15.64 FEET TO THE WEST RIGHT-OF-WAY LINE OF ILLINOIS ROUTE 47 PER DOCUMENT 907256;.(THE NEXT 5 COURSES ARE ALONG THE WEST RIGHT- OF-WAY LINE OF ILLINOIS ROUTE 47 PER DOCUMENTS 90756 AND 90757): SOUTH 00 DEGREES 09 MINUTES 46 SECONDS EAST 170.64 FEET; THENCE NORTH 89 DEGREES 50 MINUTES 14 SECONDS EAST 10.00 FEET, THENCE SOUTH 00 DEGREES 09 MINUTES 46 SECONDS EAST 1000.00 FEET; TI-JENCE SOUTH 89 DEGREES 50 MINUTES 14 SECONDS WEST 10.00 FEET; THENCE SOUTH 00 DEGREES 09 MINUTES 46 SECONDS EAST 71.20 FEET; THENCE SOUTH 87 DEGREES 52 MINUTES 41 SECONDS WEST 22.10 FEET TO THE CENTERLINE OF ROB ROY DITCH;THENCE SOUTH 02 DEGREES 13 MINUTES 10 SECONDS WEST ALONG SAID CENTERLINE 37.11 FEET; THENCE NORTH 89 DEGREES 12 MINUTES 43 SECONDS WEST 196.55 FEET; THENCE SOUTH 37 DEGREES 44 MINUTES 29 SECONDS WEST 115.96 FEET; THENCE NORTH 90 DEGREES 00 MINUTES 00 SECONDS WEST 221.96 FEET TO THE POINT OF BEGINNING,ALL IN KENDALL COUNTY,ILLINOIS. EXHIBIT D CONCEPT PLAN FOR SUBJECT PROPERTY (SEE ATTACHED) EXHIBIT E-1 PRELINIINARY PUD PLAN FOR AGE-RESTRICTED RESIDENTIAL PARCEL (SEE ATTACHED) EXHIBIT E-2 PRELIMINARY LANDSCAPE PLAN FOR AGE-RESTRICTED RESIDENTIAL PARCEL (SEE ATTACHED) EXIDBIT E-3 PRELIMINARY ENGINEERING PLAN FOR AGE-RESTRICTED RESIDENTIAL PARCEL (SEE ATTACHED) EXHIBIT F STANDARDS FOR AGE-RESTRICTED RESIDENTIAL PARCEL (For PUD Plan in Exhibit E) City NH 5, 7, 8 NH 1, 2, 3, 10, NH 4, 6, 9, 12 Ordinance 11, 13 R-3 Single R-3 PUD R-3 PUD R-3 PUD Family Detached Premier Lots Classic Lots Manor Lots Lot Width 70' 66' 51' 43' Lot Depth I n/a 110' 110' 114' Lot Size 9000 sf 7244 sf 5610 sf 4892 sf Front Setback 30' 20' 20' 20' Side Setback 10' S' S' 3' and 5' Side-Corner 20' 20' 20' 20' Setback Rear Setback 30' 20' 20' 20' Right of Way 66' 60' 60' 60' Width Sidewalk 5' 4' 4' 4' Width Centerline 100' 45' (Eyebrow 45' (Eyebrow 45' (Eyebrow Radius Intersections Intersections Intersections Only) Only) may) EXHIBIT H-1 FEE SCHEDULE FOR AGE-RESTRICTED RESIDENTIAL PARCEL (SEE ATTACHED) Age Restricted Residential Parcel FEES PER UNIT A paid receipt from the School District Office,602-A Center Parkway Yorkville,must be presented to the City prior to issuance of permit see note"d"below $0 Separate Yorkville-Bristol Sanitary District fee—made payable to Y.B.S.D. $1,400 United City of Yorkville Fees 1. Building Permit Cost$650 plus$0.20 per square foot $650+$0.20(SF) 2. Water Connection Fees SF and DU $2,660 2+Bed Att $2,280 3. Water Meter Cost Detached Units $250 Attached Units $325 4. City Sewer Connection Fees $2,000 5. Water and Sewer Inspection Fee $25 6. Public Walks/Driveway Inspection Fee $35 7. Development Fees Public Works see note"c"below $300 Police $300 Building $150 Library $500 Parks&Recreation $50 Engineering $100 Bristol-Kendall Fire $1,000 Development Fees Total $2,400 8. Land Cash Fees see note Apartment Townhome Age Restricted Age Restricted "a"below Duplex Single Family Park N/A N/A $1,440 $1,440 School N/A N/A N/A N/A Land-Cash Fees Total $0.00 $0.00 $1,440.00 $1,440.00 9. Road Contribution see note "h"below $2,000 10. County Road Fee see note"h"below $1,549 11. Weather Warning Siren Fee see note'b"below $75/acre 12. Rob Roy Creek Flood Study see note"g"below $22,200 Note: PUD agreement specifies that these fees are to be discounted a. For upfront land-cash donations figures,please refer to'Land-Cash"worksheet b. $75 per acre due at final plat c, $400($243,000)of PW fee is being taken out due to the private roads within the development d. Separate agreement between School District and Owner/Developer e. 50%of Library Fee($250/unit)to be paid at final plat f. 50%of Bristol-Kendall Fire Fee($500/unit)to be paid at final plat g. To be paid at final plat IL Subject to credits per Sections 73 and 7.0 of Agreement EXHIBIT H-2 FEE SCHEDULE FOR CONVENTIONAL RESIDENTIAL PARCELS (SEE ATTACHED) I Conventional Residential Parcel FEES PER UNIT A paid receipt from the School District Office,602-A Center Parkway Yorkville,must be presented to the City prior to issuance of permit $3,000 Separate Yorkville-Bristol Sanitary District fee—made payable to Y.B.S.D. $1,400 United City of Yorkville Fees 13. Building Permit Cost$650 plus$0.20 per square foot $650+$0.20(SF) 14. Water Connection Fees SF and DU $2,660 2+Bed Att N/A 15. Water Meter Cost Detached Units $250 Attached Units N/A 16. City Sewer Connection Fees $2,000 17. Water and Sewer Inspection Fee $25 18. Public Walks/Driveway Inspection Fee $35 19. Development Fees Public Works $700 Police $300 Building $150 Library see note"b"below $500 Parks&Recreation $50 Engineering $100 Bristol-Kendall Fire see note"c"below $1 000 Development Fees Total $2,800 20. Land Cash Fees Apartment Townhome Duplex Age Restricted Single Family Park N/A N/A N/A $2,174 School N/A N/A N/A SAIN Land-Cash Fees Total $0.00 $0.00 $1,440.00 $6,954.04 21. Road Contribution see note"d"below $2,000 22. County Road Fee see note"d"below $1,549 23. Weather Warning Siren Fee see note"a"below $75/acre Note: PUD agreement specifies that these fees are to be discounted a. $75 per acre due at final plat b. 50%of Library Fee($250/unit)to be paid at final plat c. 50%of Bristol-Kendall Fire Fee($500/unit)to be paid at final plat d. Subject to credits per Sections 73 and 7.0 of the Agreement EXHIBIT I SCHOOL CONTRIBUTIONS The Owner/Developer of the Conventional Residential Parcels shall pay to Community School District No. 115 the amount called for as the Land/Cash Donation for schools in the Subdivision Ordinance of the City as of the date of this Agreement. In the event District No. 115 accepts the donation of any portion of the 15.2 acres designated as a school/park in the Concept Plan, or such lesser amount, such Owner/Developer shall be credited toward the Land/Cash payment with the sum of$80,000 multiplied by the number of acres donated. Such Owner/Developer shall also pay School District No. 115 the Transition Fee of$3,000 per dwelling unit currently set forth in Ordinance No. 2002-04 in the manner provided in such Ordinance. No other payments or contributions shall be sought or payable to schools. EXHIBIT J PARK CONTRIBUTION Conventional Residential Parcel The owner/Developer of the Conventional Residential Parcel shall pay to the Park Department the amount called for in the Land/Cash Donation for parks in the Subdivision Ordinance of the City as of the date of this Agreement. In the event the Park Department accepts the donations of any portion of the 15.2 acres designated as a school/park in the Concept Plan or the 5.0 acres designated as a park site adjacent to the proposed park site in the Bailey Meadows Development, or such lesser amount, such Owner/Developer shall be credited toward the Land/Cash payment with the sum of$80,000 multiplied by the number of acres donated. The final division between the land and cash portions shall be determined at the time of final plat approval for that phase of the development. No other payments or contributions shall be sought or payable to the Park Department. Age-Restricted Residential Parcel The Owner/Developer of the Age-Restricted Residential Parcel shall pay to the Park Department the amount called for as the Land/Cash Donation for parks in the Subdivision Ordinance of the City as of the date of this Agreement,using the figure of 1.8 adult persons per dwelling unit to calculate the population of the Age-Restricted Residential Parcel. The Owner/Developer of the Age-Restricted Residential Parcel shall not donate any land to the Park Department. EXHIBIT K SIGNAGE 2 sets of the following(one each for the Conventional and Age-Restricted Residential Parcels): 6 Community ID Signs 20 x 10 ft. illuminated Double-faced 6 Directional Signs 6x4ft. Double-faces or A-Frame type(5 x 3) And 2 sets of the following (one each for single-family): 1 Information Center Sign 3x4ft. Double-faced 9" x 16" DF Hours Panel 1 Guest Parking Sign 3x4ft. Double-faced 10 USP Signs 2x2ft. Double-faced *Always include LHI Mortgage and Lakewood Warranty Info 1 Model ID Sign per Model 7" x 24" Double-faced 3 Flag Poles Illinois Flag US Flag Pulte Flag 8 Open Flags 1 Awning Off-site signs within United City of Yorkville are subject to City approval. Monument signs are subject to City approval. I EXHIBIT K-1 LOCATION OF MODEL HOMES IN THE AGE-RESTRICTED RESIDENTIAL PARCEL (SEE ATTACHED) EXHIBIT L FORM RECAPTURE AGREEMENT THIS RECAPTURE AGREEMENT ("Agreement') is made and entered as of the day of 2005, by and between the UNITED CITY OF YORKVILLE, an Illinois municipal corporation ("City") and a(n) ("Developer"). RECITALS: A. Developer is the owner and developer of that certain real estate development located within the corporate limits of the City and commonly known as ("Subdivision"). B. MPLIV 10, LLC, MPL17V 20, LLC, AND MLH Yorkville, LLC (collectively, the "Owners"), Pulte Home Corporation, a Michigan corporation, and the City have heretofore entered into that certain Annexation Agreement and Planned Development Agreement dated September 27, 2005 pertaining to the annexation and development of the Subdivision within the City, which was subsequently amended by the Owners, Lakewood Land L.L.C., and the City pursuant to that certain Amendment to Annexation Agreement and Planned Development Agreement dated , 2006 (as amended,the "Annexation Agreement'). C. Developer desires to recapture and allocable share of the costs of constructing certain of the public improvements for the Subdivision ("Recapture Items") which will provide benefit to other properties ('Benefited Properties"), from the owners of the Benefited Properties ('Benefited Owners"). D. Developer and the City are desirous of entering into this Agreement to provide for the fair and allocable recapture by Developer of the proportionate costs of the Recapture Items from the Benefited Owners, subject to the terms and conditions set forth in this Agreement. NOW, THEREFORE, in consideration of the foregoing recitals and the mutual covenants hereinafter set forth, and for other good and valuable consideration,the receipt and sufficiency of which are hereby acknowledged by the parties hereto, the parties hereby agree as follows: 1. RECAPTURE ITEMS. The Recapture Items, being elements of the public improvements to be constructed as a part of the development of the Subdivision, are identified in Attachment "A" attached hereto ("Recapture Schedule"). The Recapture Schedule identifies each Recapture Item and the estimated cost to construct each Recapture Item ("Estimated Cost'). Developer shall cause each of the Recapture Items to be constructed in compliance with the provisions of the Annexation Agreement and to be accepted and conveyed to the City in accordance with applicable ordinances of the City. 2. BENEFITED PROPERTIES. The Benefited Properties are legally described in the Recapture Schedule attached hereto as Attachment 'B". Each parcel of real estate contained within the Benefited Properties is referred to herein individually as a 'Benefited Parcel". There are a total of Benefited Parcels as identified in the Recapture Schedule. 3. RECAPTURE COSTS. The Recapture Item(s) which the Corporate Authorities of the City have determined will benefit a Benefited Parcel and the prorata share of the Estimated Cost of each such Recapture Item to be allocated to such Benefited Parcel are set forth in the Recapture Schedule. The aggregate amount of the proportionate share of the Estimated Cost for each of the Recapture Items allocable to a Benefited Parcel is referred to herein as the "Recaptured Costs". The Recaptured Costs for each of the Benefited Parcels shall be identified in the Recapture Schedule. Interest shall accrue on the Recapture Costs for the benefit of Developer at the rate of percent (_2 o) per annum from the date the Recapture Item is completed by Developer until the Recapture Cost is paid. All references to Recapture Costs herein shall include accrued interest owned thereon. 4. COLLECTION OF RECAPTURE COSTS. The City shall assess against and collect from the Benefited Owner of a Benefited Parcel, or any portion thereof, successors and assigns, the Recapture Cost, calculated under Paragraph 3 of this Agreement for such Benefited Parcel. A Benefited Owner shall become obligated to pay its Recapture Costs at such time as such Benefited Owner, or its agent or representative, annexes and/or subdivides a Benefited Parcel, or any portion thereof, or subdivides the Benefited Parcel from a larger parcel of land, or applies to the City for issuance of a permit for connection to all or any of the Recapture Item by the City. 5. PAYMENT OF RECAPTURE COSTS. Any Recapture Costs, collected by the City pursuant to this Agreement shall be paid to Developer, or such other person or entity as Developer may direct by written notice to the City, within thirty (30) days following collection thereof by the City. It is understood and agreed that the City's obligation to reimburse Developer shall be limited to funds collected from the Benefited Owners as provided herein, and payments made hereunder shall be made solely out of said funds. This Agreement shall not be construed as creating any obligation upon the City to make payments from its general corporate funds or revenue. 6. CITY'S OBLIGATION. The City and its officers, employees and agents shall make all reasonable efforts to make the aforesaid collections of the Recapture Costs, for each Benefited Parcel. Neither the City nor any of its officials shall be liable in any manner for the failure to make such collections, and Developer agrees to hold the City, its officers, employees and agents, harmless from the failure to collect said fees. In any event, however, Developer and/or the City may sue any Benefited Owner owing any Recapture Costs, hereunder for collection thereof, and in the event Developer initiates a collection lawsuit, the City agrees to cooperate in Developer's collection attempts hereunder by allowing full and free access to the City's books and records pertaining to the subdivision and/or development of the Benefited Parcel and the collection of any Recapture Costs therefore. In the event the City and any of its agents, officers or employees is made a party defendant in any litigation rising out of or resulting from this Agreement, Developer shall defend such litigation, including the interest of the City, and shall further release and hold the City harmless from any judgment entered against Developer and/or the City and shall further indemnity the City from any loss resulting therefrom, except to the extent such loss results from the grossly negligent or willfully wrongful act or conduct of the City or any of its agents, officers or employees. 7. CITY'S COLLECTION OF OTHER FEES AND CHARGES. Nothing contained in this Agreement shall limit or in any way affect the rights of the City to collect other fees and charges pursuant to City ordinances, resolutions, motions and policies. The Recapture Costs provided for herein for each Benefited Parcel are in addition to such other City fees and charges. 8. TERM. This Agreement shall remain in full force and effect for a period of twenty (20) years from the date hereof, unless sooner terminated by the mutual agreement of the parties hereto or by the completion of all duties to be performed hereunder. In the event no portion of a Benefited Parcel is a part of a subdivision approved or recognized by the City and no connection permit as aforesaid is issued by the City for such Benefited Parcel within twenty (20) years following the date of this Agreement, this Agreement, and each and every duty and undertaking set forth herein pertaining to such Benefited Parcel, shall become null and void and of no further force and effect as to such Benefited Parcel. 9. LIEN. The recordation of this Agreement against the Benefited Properties shall create and constitute a lien against each Benefited Parcel, and each subdivided lot hereafter contained therein, in the amount of the Recapture Costs, plus interest, applicable hereunder to such Benefited Parcel. 10. MISCELLANEOUS PROVISIONS. (a) Agreement: This Agreement may be amended upon the mutual consent of the parties hereto from time to time by written instrument and conformity with all applicable statutory and ordinance requirements and without the consent of any other person or corporation owning all or any portion of the Benefited Properties. (b) Binding Effect: Except as otherwise herein provided, this Agreement shall inure to the benefit of and be binding upon the successors and assigns of Developer and any successor municipal corporation of the City. (c) Enforcement: Each party to this Agreement, and their respective successors and assigns, may either in law or in equity, by suit, action, mandamus, or other proceeding in force and compel performance of this Agreement. (d) Recordation: A true and correct copy of this Agreement shall be recorded, at Developer's expense, with the Kendall County Recorder's office. This Agreement shall constitute a covenant running with the land and shall be binding upon the Benefited Properties in accordance with the terms and provisions set forth herein. (e) Notices: Any notice required or desired to be given under this Agreement, unless expressly provided to the contrary herein, shall be in writing and shall be deemed to have been given on the date of personal delivery, on the date of confirmed telefacsimile transmission provided a hard copy of such notice is deposited in the U.S. mail addressed to the recipient within twenty-four hours following the telefacsimile transmission, or on the date when deposited in the U.S. Mail, registered or certified mail, postage prepaid,return receipt requested, and addressed as follows: If to CITY: United City of Yorkville 800 Game Farm Road Yorkville, IL 60540 Attn: City Clerk Tele: (630) 553-4350 Fax: (630) 553-8330 With a copy to: United City of Yorkville 800 Game Farm Road Yorkville,IL 60540 Attn: John Wyeth,Esq. Attorney for United City of Yorkville Tele: (630) 553-4350 Fax: (630) 553-8330 If to DEVELOPER: Attn: Telephone: Fax: With a copy to: Attn: Telephone: Fax: (f) Severability: The invalidity or unenforceability of any of the provisions hereof, or any charge imposed as to any portion of the Benefited Properties, shall not affect the validity or enforceability of the remainder of this Agreement or the charges imposed hereunder. (g) Complete Agreement: This Agreement contains all the terms and conditions agreed upon by the parties hereto an no other prior agreement, excepting the Annexation Agreement, regarding the subject matter of this Agreement shall be deemed to exist to bind the parties. This Agreement shall be governed by the laws of the State of Illinois. (h) Captions and Paragraph Headings: Captions and paragraph headings incorporated herein are for the convenience only and are not part of this Agreement, and further shall not be used to construe the terms hereof. (i) Recitals and Exhibits: The recitals set forth at the beginning of this Agreement and the exhibits attached hereto are hereby incorporated into this Agreement and made a part of the substance hereof. (j) Enforceability: This Agreement shall be enforceable in the Circuit Court of Kendall County by any of the parties hereto by an appropriate action of law or in equity to secure the performance of the covenants herein contained. IN WITNESS WHEREOF,the parties hereto have hereunto set their hands and seals as of the date first above written. DEVELOPER: a(n) By: Name: Its: Attest: Name: Its: CITY: UNITED CITY OF YORKVILLE, an Illinois municipal corporation By: Its: Mayor ATTEST: By: Its: EXHIBIT M INTENTIONALLY OMITTED EXHIBIT N PERIMETER ROADS FOR WHICH OWNERS AND/OR DEVELOPERS HAVE RESPONSIBILITY (SEE ATTACHED) EXHIBIT O ARCHITECTURAL ELEVATIONS AND ANTI-MONOTONY MATRIX FOR AGE- RESTRICTED RESIDENTIAL PARCEL (SEE ATTACHED) / x ( x \ y * \u x x \ � / ) � \ \ / = G /) ) ) z ) = xx x & _ ) ■ ® 20 + « $ = a /of td s eU k w C d w` EQ k d a w 0 0 y � T b� N N v P T N O D N m � Q �i 7 T b � N d > N U U b m Fq v v � DC DC v Uu m0 0 E ° o 0 5 U U 0 y � � � U !\ y m N N ra N � Q c U v 00 o k � U d mo k k O on U U o � vi ❑ Q 0 x � m°oJ U o o 0 `i0 d U 0 U 2. 4Q ! m v c, z 0 OUO � vUUUU VU >v m >v m> UwO,�, O v o d U - \: . a \ ! 7 |, \ ! � 00 _ § § \ 7 [ !;° * d \ ) of \ } \ \` \° \u () 00L- MU-EMEOT 200600010164 filed for Record in E H DA I COUNM ILI INCIS 1-r�,UL A-HDERROH .14-13 -.2006 M 10.11'.; ANHE.-A ORD I 15 0,01 REV-CLB-2/1/06 ANNEXATION AGREEMENT AND PLANNED DEVELOPMENT AGREEMENT (Garritano/Brummel Property) THIS ANNEXATION AGREEMENT AND PLANNED DEVELOPMENT AGREEMENT ("Agreement"), is made and entered as of the 27th day of September, 2005 by and between MPLIV 10, LLC, MPLIV 20, LLC AND MLH YORKVILLE, LLC (collectively, "OWNERS"), PULTE HOME CORPORATION, a Michigan corporation ("DEVELOPER") and the UNITED CITY OF YORKVILLE, a municipal corporation organized and existing under and by virtue of the laws of the State of Illinois (hereinafter referred to as "CITY") by and through its Mayor and Aldermen ("Corporate Authorities"). OWNERS and DEVELOPER and the CITY are sometimes hereinafter referred to individually as a"Party" and collectively as the "Parties". CHOI/12439329.4 RECITALS: A. OWNERS and DEVELOPER are the owners of record of certain parcels of real estate legally described and shown on the Plat of Annexation, attached hereto as Exhibit A (hereinafter referred to as "SUBJECT PROPERTY"). B. OWNERS and DEVELOPER desire to annex the SUBJECT PROPERTY to the CITY. The SUBJECT PROPERTY is currently contiguous with the existing corporate limits of the CITY and is not within the boundary of any other city. C. OWNERS and DEVELOPER desire to proceed with the development thereof for residential and commercial use in accordance with the terms and provisions of this Agreement. D. OWNERS and DEVELOPER propose that the SUBJECT PROPERTY be rezoned under the City Zoning Ordinance ("Zoning Ordinance") as follows: (i) an R-3 Single-Family Residence District under the City Zoning Ordinance with a Special Use for a Planned Development as an age-restricted community consisting of attached and detached single-family residences on approximately 254 acres legally described on Exhibit B-1 attached hereto (the "Age-Restricted Residential Parcel") and depicted as Neighborhoods 1 through 10 on the Land Plan prepared by SEC Planning Consultants dated August 1, 2005 (the "Concept Plan") attached hereto as Exhibit D and depicted on the Preliminary PUD Plat and Plan prepared by Smith Engineering Consultants, hic. comprised of 16 pages dated September 2, 2005 (the "Preliminary PUD Plan") attached hereto as Exhibit E, (ii) an R-2 Single Family Residence District as a community consisting of detached single-family residences on approximately 297 acres legally described on Exhibit B-2(1) and (2) attached (the "Conventional Residential Parcel") and depicted as Neighborhoods 11, 12, 13, 14 and 15 on the Concept Plan (the Age-Restricted Residential Parcel and the Conventional Residential Parcel are herein sometimes collectively referred to as the "Residential Parcels") and (iii) a B-3 CHOI/12439329.4 2 Business District with the uses listed as Permitted Uses in the B-3 Business District, on approximately 32 acres, legally described in Exhibit C attached hereto (the "Commercial Parcel") and as depicted as commercial on the Concept Plan. E. MPLIV 20, LLC, the OWNER of the Commercial Parcel intends to sell the Commercial Parcel to a developer of commercial properties (the "COMMERCIAL DEVELOPER") who will develop the Commercial Parcel and perform the obligations of the COMMERCIAL DEVELOPER set forth herein. F. All public hearings, as required by law, have been duly held by the appropriate hearing bodies of the CITY upon the matters covered by this Agreement. The Plan Commission conducted a public hearing regarding the requested zoning on June 8, 2005 and conducted Public Hearings regarding the Preliminary PUD Plan for the Active Adult Parcel on August 10, 2005 and September 14, 2005. The City Council conducted the public hearing on the Annexation Agreement and Planned Development Agreement on September 13, 2005. G. The CITY and OWNERS and DEVELOPER have given all appropriate notices due to be given pursuant to applicable provisions of the Illinois Compiled Statutes and the City Code. H. The parties intend that this Agreement serve as an Annexation Agreement for the entire SUBJECT PROPERTY and as a Planned Development Agreement for the Age-Restricted Residential Parcel. I. The Corporate Authorities, after due and careful consideration, have concluded that the Execution of this Annexation Agreement and Planned Development Agreement and the rezoning, subdivision and development of the SUBJECT PROPERTY as provided for herein, will inure to the benefit and improvement of the CITY in that it will increase the taxable value of CHOW 12439329.4 3 the real property within its corporate limits, promote the sound planning and development of the CITY and will otherwise enhance and promote the general welfare of the people of the CITY. J. (i) Each party agrees that it is in the best interests of the OWNERS and DEVELOPER and the CITY to annex and develop the SUBJECT PROPERTY described in the attached Exhibit A for the uses set forth herein, and to further develop the Age-Restricted Parcel as a Planned Development establishing a unique character through the provision of a mix of residential uses within the Age-Restricted Residential Parcel in conformance with the United City of Yorkville Comprehensive Plan as a master planned community. (ii) Each party agrees that it is in the best interest of the local governmental bodies affected and the OWNERS and DEVELOPER to provide for performance standards in the development of the SUBJECT PROPERTY. (iii) Each party agrees that a substantial impact will be placed on the services of the United City of Yorkville and other governmental agencies by development of said SUBJECT PROPERTY. (iv) All of the SUBJECT PROPERTY, except for Neighborhoods 14 and 15, is contiguous to the corporate boundaries of the CITY. After annexation of the balance of the SUBJECT PROPERTY to the CITY, Neighborhoods 14 and 15 will remain separated from the corporate boundaries of the CITY by the Commonwealth Edison Right-of-Way. K. It is the desire of the CITY, the OWNERS and DEVELOPER that the development and use of the SUBJECT PROPERTY proceed as conveniently as may be, in accordance with the terms and provisions of this Agreement, and be subject to the applicable CHOI/12439329.4 4 ordinances, codes and regulations of the CITY now in force and effect, except as otherwise provided in this Agreement. L. The OWNERS and DEVELOPER and their representatives have discussed the proposed annexation and have had public hearings with the Plan Commission and the City Council, and prior to the execution hereof, notice was duly published and a public hearing was held to consider this Agreement, as required by the statutes of the State of Illinois in such case made and provided. NOW, THEREFORE, in consideration of the foregoing preambles and mutual covenants and agreements contained herein, the Parties hereto agree to enter into this Agreement and to supplement the Petition for Zoning and Annexation and drawings submitted therewith, with the matters contained in this Annexation Agreement and Agreement for Planned Development including, but not limited to the Preliminary PUD Plan for the Age-Restricted Parcel, attached hereto as Exhibit E which shall govem and control the development of the Age Restricted Residential Parcel as a Planned Development and agree that the annexation, and zoning for the SUBJECT PROPERTY and the Preliminary PUD Plan for the Age Restricted Residential Parcel shall be approved by the City Council upon the following terms and conditions and in consideration of the various agreements made between the parties: 1. LEGAL CONFORMANCE WITH LAW. This Agreement is made pursuant to and in accordance with the provisions of the CITY ordinances, as amended from time to time, and applicable provisions of the Illinois Compiled Statutes and the Illinois Constitution. 2. ANNEXATION AND ZONING. A. As soon as reasonably practicable following the execution of this Agreement, the Corporate Authorities shall adopt such ordinances as may be necessary and appropriate to annex CHOI/12439329.4 5 and rezone the SUBJECT PROPERTY, except for Neighborhoods 14 and 15, under the provisions of the City Zoning Ordinance ("Zoning Ordinance") as follows: (i) an R-3 Single-Family Residence District under the City Zoning Ordinance with a Special Use for a Planned Development as an age-restricted community consisting of attached and detached single-family residences in accordance with the Preliminary PUD Plan attached as Exhibit E and this Annexation Agreement and Planned Development Agreement for approximately 254 acres legally described on Exhibit B-1 attached hereto (the "Age-Restricted Residential Parcel'), (ii) an R-2 Single Family Residence District as a community consisting of detached single- family residences on approximately 136 acres depicted as Neighborhoods 11, 12 and 13 on Exhibit l) and legally described on Exhibit B-2(1) attached (the "Southerly Portion of the Conventional Residential Parcel') and (iii) a B-3 Business District with the uses listed as Permitted Uses in the B-3 Business District, on approximately 32 acres, legally described in Exhibit C attached hereto (the "Commercial Parcel'), provided that interim use of all or any portion of the SUBJECT PROPERTY as agricultural shall be permitted as legal non-conforming uses of the SUBJECT PROPERTY until such portions are actually developed. B. As soon as reasonably practicable after Neighborhoods 14 and 15 depicted on Exhibit]) and legally described on Exhibit B-2(2) (the "Northerly Portion of the Conventional Residential Parcel') become contiguous with the corporate boundaries of the CITY the Corporate Authorities shall adopt such ordinances as may be necessary and appropriate to annex and rezone Neighborhoods 14 and 15 under the provisions of the Zoning Ordinance as an R-2 Single-Family Residence District as a community containing detached single-family residences on approximately 161 acres. CHO1/12439329.4 6 C. OWNERS and DEVELOPER agree that the SUBJECT PROPERTY shall be developed in accordance with the ordinances of the CITY, as approved or subsequently amended, unless otherwise provided for herein, and agree to follow all of the policies and procedures of the CITY in connection with such development except as modified in this Agreement and the Preliminary PUD Plan (Exhibit E). D. The CITY agrees to consider future applications for a special use if required by the Zoning Ordinance of the CITY, for portions of the Commercial Parcel, including applications for uses that are designated special uses within the B-3 zoning classification as of the date of this Agreement. At such time as the locations of any of such uses are determined, OWNER shall apply for special uses therefor and the CITY shall conduct any necessary public hearings therefore, after application is made. 3. VARIATIONS FROM LOCAL CODES. The specific modifications and deviations from the CITY's ordinances, rules, and codes as set forth in Exhibit F attached hereto have been requested, approved and are permitted with respect to the development, construction, and use of the Age-Restricted Residential Parcel. There are no modifications or deviations requested form the Conventional Residential Parcel or the Commercial Parcel ("Permitted Variations"). 4. UTILITIES, EASEMENTS AND PUBLIC IMPROVEMENTS. OWNERS and DEVELOPER agree that any extension and/or construction of the utilities and public improvements shall be performed in accordance with existing CITY subdivision regulations as varied by this Agreement. Any on-site work and the cost thereof shall be the responsibility of OWNERS and DEVELOPER within their respective parcels. The utilities and public improvements to be installed on the Age Restricted Residential Parcel are depicted on Exhibit E CHOI/12439329.4 7 attached hereto ("PUD Utilities and Public Improvements"). The CITY shall have the sole responsibility of obtaining any off-site easements for sanitary sewer and for water distribution and responsibility for off-site street related improvements. In the event the CITY cannot obtain the necessary off-site easements for the extension of the watermains, OWNERS and DEVELOPER shall be allowed to extend water mains or sewer from other locations to their respective parcels on the SUBJECT PROPERTY within existing easements or rights-of-way. The CITY agrees that, at DEVELOPER's request, the CITY shall exercise reasonable and best efforts to acquire all off-site easements. All reasonable costs related to or associated with condemnation of property as well as the cost of acquisition of the real property approved in advance by DEVELOPER for easement purposes only, and not as to acquisition of fee title, shall be the responsibility of DEVELOPER. The CITY shall not incur any acquisition cost not approved by DEVELOPER. 5. WATER UTILITIES. CITY represents and warrants to OWNER and DEVELOPER as follows: A. The CITY owns and operates a water distribution system within the CITY for water distribution. B. The CITY system has sufficient capacity to provide potable water and fire protection to the SUBJECT PROPERTY, such service to be substantially the same as provided to other areas in the CITY being provided with water by the CITY. C. The CITY has constructed and will maintain an operational water storage tower within the vicinity of the SUBJECT PROPERTY to service the SUBJECT PROPERTY and other parcels within the CITY consistent with the IEPA permits therefor. CHOI/12439329.4 8 D. There are no administrative, judicial or legislative action pending or being threatened that result in a reduction of, or limitation upon, any Parties' right to use and connect to the water distribution system. 6. SANITARY SEWER FACILITIES. The CITY agrees, represents and warrants to DEVELOPER as follows: A. That it owns and operates a sanitary sewer transmission system within the CITY for sewage disposal to the Yorkville Bristol Sanitary District("YBSD") treatment facility located at 302 River Road, United City of Yorkville, Illinois. B. That the CITY system and YBSD treatment facility has or will have sufficient capacity to provide sanitary sewer service to the SUBJECT PROPERTY, such service to be substantially the same as provided to other areas in the CITY being provided with sanitary sewer by the CITY and YBSD consistent with IEPA permits. C. That the SUBJECT PROPERTY is partially within the Facility Planning Area (the "FPA") of the YBSD and the CITY shall immediately take all actions necessary to cause any portion not presently within the FPA of the YBSD to be included in the FPA of the YBSD. D. The CITY shall cause what is commonly known as the Rob Roy Interceptor Sewer Project to be timely completed and extended from Rob Roy Creek to the SUBJECT PROPERTY by April, 2006 in order to provide sanitary sewer service to the SUBJECT PROPERTY and shall cause what is known as the "Westerly Trunk Line" to be extended to the Westerly boundary of the Southerly portion of the Conventional Residential Parcel by December 1, 2006. E. In order to assist the CITY in funding the cost of extending the Rob Roy Interceptor from Rob Roy Creek to the SUBJECT PROPERTY and through the SUBJECT CHOI/12439329.4 9 PROPERTY to the Commonwealth Edison right of way and in funding the cost of extending the Westerly Trunk Line to the westerly boundary of the Southerly portion of the Conventional Residential Park as provided herein, OWNER and DEVELOPER shall, at the request of the CITY enter into a "Sanitary Sewer Interceptor Funding Agreement" similar to the agreement recently entered into by the CITY, YBSD and several developers for the funding of the cost of building the Rob Roy Interceptor, whereby OWNER and/or DEVELOPER prepay the amounts due to the CITY under the CITY and YSBD Ordinance ($3,250 per acre Infrastructure Participation Fee due to YSBD and $2,000 per unit City Sewer Connection Fee) for the SUBJECT PROPERTY equal to its proportionate share (along with the shares of other benefiting developers) to service the bonds issued to pay for the costs of installing the interceptors referred to in this Section 6.E. F. Recognizing the current status of the construction and financing of the Rob Roy Interceptor Sewer and based on the multiple residential and commercial products to be constructed on the SUBJECT PROPERTY,the CITY shall permit OWNERS and DEVELOPER, subject to any other necessary governmental regulatory approval, and their duly authorized representatives, to install temporary waste water holding tanks to serve sales offices or similar temporary structures, model buildings as well as dwelling units and commercial buildings constructed on the SUBJECT PROPERTY or any parcel or phase thereof, provided that each such temporary tank shall be removed and disconnected and said structures shall be connected to the sewer or other permitted waste disposal systems, at OWNERS' and DEVELOPER's sole cost, at such time as sewer become available and operational. DEVELOPER shall cause the effluent within such wastewater holding tanks to be transported, from time to time, to a receptacle designated by the CITY within no more than five (5) miles from the perimeter of the SUBJECT CHOI/12439329.4 10 PROPERTY and approved by the applicable sanitary district, if required by any law or ordinance. 7. STREETS AND ROADS. A. Public and Private Streets. All streets within the SUBJECT PROPERTY shall be dedicated public streets, except for the streets within the Age Restricted Residential Parcel which shall be private and which shall be owned, maintained, repaired and snowplowed by the Homeowners Association(s), established by DEVELOPER for the Age Restricted Residential Parcel. All utilities within the private streets shall nonetheless be dedicated to the CITY. DEVELOPER and the CITY shall enter into a Traffic Enforcement Agreement authorized under Illinois Statutes whereby the CITY is given authority to enforce municipal traffic regulations on the private streets within the Age Restricted Residential Parcel. The CITY shall not be responsible for damage done to the private streets within the Age Restricted Residential Parcel during repairs and maintenance performed within utility easements. B. Perimeter Roadways. Subject to the applicable governmental laws, ordinances and regulations, those portions of the perimeter roadways to the Age Restricted Residential Parcel as depicted on Exhibit E shall be dedicated, constructed and/or bonded by DEVELOPER as it develops the Age Restricted Residential Parcel. As each of the Commercial Parcel and the Conventional Residential Parcel or any parcel thereof are platted and developed, the access onto Galena Road, Becker Road and Baseline Road and any improvements, required in connection with the access permits therefor shall be contained in the final engineering to be approved simultaneous with the approvals of the Final Plat of Subdivision for the parcels of the SUBJECT PROPERTY containing the accesses and shall be installed by DEVELOPER or OWNER of such parcels. The costs incurred in connection with any parcel shall be credited with the $2,000 per CHOI/12439329.4 11 unit Off-Site Road Fee otherwise payable to the CITY for such parcel and shall further be credited with the $1,000 per unit Kendall County Transportation Fee as to the access improvements installed on Galena Road, only. All other improvements to Galena Road, Beecher Road and Baseline Road required by the CITY shall be installed by the CITY at its own cost. Any improvements required to be installed on Route 47, other than those depicted on Exhibit E shall be installed by the Illinois Department of Transportation 8. SECURITY INSTRUMENTS. A. Posting Security. Each of OWNER and DEVELOPER shall deposit, or cause to be deposited, with the CITY such irrevocable letters of credit or surety bonds in the forms prescribed by the ordinances of the CITY ("Security Instruments") to guarantee completion and maintenance of the public improvements to be constructed as a part of the development of each Phase of Development within their respective parcels as are required by applicable ordinances of the CITY. The DEVELOPER or OWNER shall have the sole discretion, subject to compliance with Illinois law, as to whether an irrevocable letter of credit or surety bond will be used as the security instruments. The amount and duration of each Security Instrument shall be as required by applicable ordinances of the CITY. The City Council upon recommendation by the City Engineer, may from time to time approve a reduction or reductions in the Security Instruments by an amount not in excess of eighty-five percent (85%) of the value certified by the City Engineer of the completed work, so long as the balance remaining in the Security Instruments is at least equal to one hundred ten percent (110%) of the cost to complete the remaining public improvements for the applicable Phase of Development. If the DEVELOPER chooses to use a Special Service Area as a primary funding mechanism for the installation of public improvements, per United City of Yorkville's Resolution No. 2002-04, the OWNERS and CHOI/12439329A 12 DEVELOPER shall not be required to post any irrevocable letters of credit or surety bonds to guarantee the installation of those public improvements. Any public improvements installed by the OWNERS and DEVELOPER on their respective parcels as part of a special service area shall require OWNERS and DEVELOPER to post a one-year maintenance bond after acceptance by the CITY of said public improvements in an amount equal to 10% of the approved engineering's estimate of the costs. B. Acceptance of Underground Improvements and Streets. Upon completion and inspection of underground improvements, streets, and/or related improvements in each Phase of Development on the Residential Parcel and the Commercial Parcel, respectively, and acceptance by the City Council upon recommendation by the City Engineer, OWNERS and DEVELOPER shall be entitled to a release or appropriate reduction of any applicable Security Instrument, subject to a maintenance Security Instrument remaining in place for a one year period from the date of acceptance by the CITY, in conformance with the City Subdivision Control Ordinance. The CITY shall exercise good faith and due diligence in accepting said public improvements following OWNERS' and DEVELOPER's completion thereof for each Phase of Development in compliance with the requirements of said ordinance, and shall adopt the resolution accepting said public improvements not later than thirty (30) days following the approval of the as-built plans. C. Transfer and Substitution. Upon the sale or transfer of any portion of their respective parcels within the SUBJECT PROPERTY, OWNERS and DEVELOPER shall be released from the obligations for such portion secured by its Security Instruments for public improvements upon the submittal and acceptance by the CITY of a substitute Security Instrument approved by the CITY, securing the costs of the improvements set forth therein. CHOI/12439329.4 13 9. PROCEDURE FOR ACCEPTANCE OF OTHER PUBLIC IMPROVEMENTS. Upon completion of other public improvements not constructed specific to any individual neighborhood (i.e., park areas, offsite water main, sewer mains, homeowners association open space areas) in each Phase of Development within their respective parcels, and acceptance thereof by the City Council upon recommendation by the City Engineer, OWNERS and DEVELOPER shall be entitled to a release or appropriate reduction of any applicable Security Instrument, subject to a maintenance Security Instrument remaining in place for a one year period from the date of acceptance by the CITY, in conformance with the City Subdivision Control Ordinance. 10. AMENDMENTS TO ORDINANCES. All ordinances, regulations, and codes of the CITY, including, without limitation those pertaining to subdivision controls, zoning, storm water management and drainage, comprehensive land use plan, and related restrictions, as they presently exist, except as amended, varied, or modified by the terms of this Agreement, shall apply to the SUBJECT PROPERTY and its development for a period of five (5) years from the date of this Agreement. Any amendments, repeal, or additional regulations, which are subsequently enacted by the CITY, shall not be applied to the development of the SUBJECT PROPERTY except upon the written consent of OWNERS and DEVELOPER during said five (5) year period. After said five (5) year period, the SUBJECT PROPERTY and its development will be subject to all ordinances, regulations, and codes of the CITY in existence on or adopted after the expiration of said five (5) year period, provided, however, that the application of any such ordinance, regulation or code shall not result in a reduction in the number of residential building lots herein approved for the Residential Parcel, alter or eliminate any of the ordinance variations provided for herein, nor result in any subdivided lot or structure constructed within the CHOI/12439329.4 14 SUBJECT PROPERTY being classified as non-conforming under any ordinance of the CITY. The CITY shall give the OWNERS and DEVELOPER a six (6) month grace period from the date they are notified of any changes to the ordinances, regulations, and codes of the CITY in order to comply with the new regulations. The foregoing to the contrary notwithstanding, in the event the CITY is required to modify, amend or enact any ordinance or regulation and to apply the same to the SUBJECT PROPERTY pursuant to the express and specific mandate of any superior governmental authority, such ordinance or regulation shall apply to the SUBJECT PROPERTY and be complied with by DEVELOPER, provided, however, that any so-called "grandfather" provision contained in such superior governmental mandate which would serve to exempt or delay implementation against the SUBJECT PROPERTY shall be given full force and effect. If, during the term of this Agreement, any existing, amended, modified or new ordinances, codes or regulations affecting the zoning, subdivision, development, construction of any improvements, buildings, appurtenances, or any other development of any kind or character upon the SUBJECT PROPERTY, other than those upon which site plan approval may be based, are amended or modified to impose less restrictive requirements on development or construction upon properties situated within the CITY's boundaries, then the benefit of such less restrictive requirements shall inure to the benefit of the OWNERS and DEVELOPER, and anything to the contrary contained herein notwithstanding, the OWNERS and DEVELOPER may proceed with development or construction upon the SUBJECT PROPERTY pursuant to the less restrictive amendment or modification applicable generally to all properties within the CITY. CHOI/12439329.4 15 11. BUILDING CODE; BUILDING PERMITS. A. The building codes for the CITY in effect as of the date of this Agreement and the dates of the latest revisions thereto are listed in Exhibit G. These regulations as they presently exist, except as amended, vaned, or modified by the terms of this Agreement, shall apply to the SUBJECT PROPERTY and its development for a period of five (5) years from the date of this Agreement. Any amendments, repeal, or additional regulations, which are subsequently enacted by the CITY, shall not be applied to the development of the SUBJECT PROPERTY except upon the written consent of OWNERS and DEVELOPER during said five (5) year period. After said five (5) year period, the SUBJECT PROPERTY and its development will be subject to all ordinances, regulations, and codes of the CITY in existence on or adopted after the expiration of said five (5) year period. The CITY shall give the OWNERS and DEVELOPER a six (6) month grace period from the date they are notified of any changes to the building codes in order to comply with the new regulations. If, during the term of this Agreement, any existing, amended, modified or new ordinances, codes or regulations affecting the development and/or construction of any improvements, buildings, appurtenances upon the SUBJECT PROPERTY are amended or modified to impose less restrictive requirements on development or construction upon properties situated within the CITY'S boundaries, then the benefit of such less restrictive requirements shall inure to the benefit of the OWNERS and DEVELOPER, and anything to the contrary contained herein notwithstanding, the OWNERS and DEVELOPER may proceed with development or construction upon the SUBJECT PROPERTY pursuant to the less restrictive amendment or modification applicable generally to all properties within the CITY. CHOI/12439329.4 16 Notwithstanding the provisions of this Agreement, all national amendments, deletions, or additions to the building codes of the CITY pertaining to life/safety considerations adopted after the date of this Agreement which affects all land within the CITY, shall be applicable to the SUBJECT PROPERTY upon the expiration of the twelfth (12th) month following the effective date of such amendments, deletion, or addition, whether during the five (5) years next following the date of this Agreement, or any time thereafter, except as to those items expressly provided for in Exhibit G attached hereto. B. The CITY shall act upon each application for a building permit for which OWNERS and/or DEVELOPER, or their duly authorized representatives, shall apply, within fourteen (14) calendar days of the date of application therefor or within fourteen (14) calendar days of receipt of the last of the documents and information required to support such application, whichever is later, provided the applicable improvements for which the building permit applies will be constructed and installed in accordance with the applicable requirements of the CITY. If the application is disapproved, the CITY shall provide the applicant with a statement in writing specifying the reasons for denial of the application including a specification of the requirements of law that the applicant and supporting documents fail to meet. The CITY agrees to issue such building permits upon the compliance with those legal and documentary requirements so specified by the CITY. C. OWNERS and/or DEVELOPER shall have the right to submit master building blueprints or plans for the various types and designs and dwellings to be constructed on the SUBJECT PROPERTY. Following the approval of any master building blueprints or building plans, no further submission or approval of building blueprints or plans will be required for the issuance of a building permit for the construction of any building pursuant to an approved master CHOI/12439329.4 17 building blueprint or building plan unless the permit application reflects structural deviations or other major deviations from the approved master building blueprint or building plan. D. Subject to any other necessary governmental regulatory approval, the CITY shall permit OWNERS and/or DEVELOPER, and their duly authorized representatives, to install temporary waste water holding tanks and temporary water facilities to serve sales offices or similar temporary structures, and model buildings constructed on the SUBJECT PROPERTY or any Parcel or Phase thereof,provided that each such temporary tank and temporary water facility shall be removed and disconnected within ten (10) days after said structures shall be connected to the sewer or other permitted waste disposal systems, and water mains, at OWNERS' and/or DEVELOPER's sole cost, subject to force majeure. The use of such temporary facilities shall be subject to all health and safety codes of the CITY and CITY shall inspect such facilities on a periodic basis. E. Subject to the provisions of Section 13 hereof, no permit fees, plan review fees or inspection fees which are not generally and uniformly applicable throughout the CITY shall be imposed by the CITY against the SUBJECT PROPERTY. 12. FINAL PLATS AND FINAL ENGINEERING. The CITY recognizes the development of the SUBJECT PROPERTY may occur in stages or units (sometimes referred to herein as "Phases") over a period of time. Accordingly, the CITY grants permission to OWNERS and DEVELOPER to stage the development on their respective parcels over a period of twenty (20) years in length and to submit separate final plats and final engineering for approval for each Phase. The CITY shall approve any Final Plat of Subdivision for the Age Restricted Parcel or any Phase thereof which substantially conforms with the Preliminary PUD Plan and this Agreement. The CITY, OWNERS and DEVELOPER acknowledge and agree that CHOI/12439329.4 18 (i) the Conventional Residential Parcel and the Commercial Parcel will be Zoned as R-2 Single Family Residence District and as a B-3 Business District, respectively, upon Annexation without reference to the Concept Plan, (ii) the Concept Plan attached as Exhibit D is for illustrative purposes only and does not constitute a preliminary plat for such parcels and (iii) preliminary and final plats of subdivision and final engineering for the Conventional Residential Parcel and the Commercial Parcel or such Phases thereof as OWNER may desire to be developed shall be prepared by OWNER, processed by the CITY and shall be approved if they comply with the applicable Ordinances of the CITY, and this Annexation Agreement. The CITY shall act upon any preliminary plat, final plat and final engineering submitted to it for approval for the SUBJECT PROPERTY or any Phase thereof within a reasonable time of its receipt of such preliminary plat, final plat, final engineering and all necessary supporting documentation and information. The plat review and consideration by the CITY shall not exceed the limitations set out in 65 ILCS 5/11-12-8 (2002). The CITY shall not require engineering to be submitted for any Phase of the SUBJECT PROPERTY that is not within the particular final plat for that, Phase or Unit being submitted for approval by OWNERS and/or DEVELOPER, provided, however, the CITY can require engineering for sewer, water, storm water lines and utilities that cross undeveloped Parcels and/or Phases. 13. FEES AND CHARGES. A. During the first five (5) years following the date of this Agreement, the CITY shall impose upon and collect from the OWNERS and/or DEVELOPER, and their respective contractors and suppliers, only those permit, license, tap-on and connection fees and charges, and impact fees and in such amount or at such rate, as are in effect on the date of this Agreement and as are generally applied throughout the CITY, except as otherwise expressly provided for in this CH01/12439329.4 19 agreement on the Fee Schedule attached hereto and made a part hereof as Exhibit H. At the expiration of this five (5) year term, the CITY shall give the OWNERS and DEVELOPER a one (1) year grace period from the date they are notified of any changes to the permit, license, tap on and connection fees and charges in order to comply with the new regulations, but no increased impact fees or new impact fees shall apply to the SUBJECT PROPERTY. B. To the extent that any fees charged by the CITY or other governmental agency by reason of this Agreement or City Ordinance are not frozen by the specific terms contained in this Agreement, such fees may be prepaid as follows: (i) If the CITY increases any fees that are not prohibited from being increased by the terms of this Agreement and are applicable to the SUBJECT PROPERTY, the CITY will provide OWNERS and DEVELOPER with notice thereof and OWNERS and/or DEVELOPER will be permitted the right to prepay the fees as they existed prior to such increase at any time within thirty (30) days after receipt of the notice of the increase of the fees from the CITY. No increase in fees shall be effective against the SUBJECT PROPERTY until thirty (30) days after receipt of notice by OWNERS and DEVELOPER. (ii) OWNERS' and DEVELOPER's right to prepay will apply to all fees or only certain fees applicable to their respective parcels within the SUBJECT PROPERTY as selected by OWNERS and/or DEVELOPER and prepayment of a particular fee will prevent the increase in such fee from being applicable to that portion of the SUBJECT PROPERTY for which such fee was prepaid. For fees charged on a per residential unit basis, DEVELOPER may estimate the number of residential units and pay such fees based on such estimated number of units or CHOI/12439329.4 20 may prepay for only a certain number (determined by DEVELOPER) of units. Once the calculation is made, no refund of any portion of any prepayment made will be allowed. C. The CITY represents and warrants to OWNERS and DEVELOPER that no part of the SUBJECT PROPERTY is currently subject to nor is there pending any request to subject any part of the SUBJECT PROPERTY to any special service area or special assessment district that will result in any special taxes or assessments for any portion of the SUBJECT PROPERTY, other than charges to existing drainage districts of record, if any. 14. CONTRIBUTIONS. The CITY shall not require the OWNERS and DEVELOPER to donate any land or money to the CITY, or any other governmental body, except as otherwise expressly provided in this Agreement. 15. SCHOOL AND PARK DONATIONS. DEVELOPER shall be responsible for making the contributions outlined in Exhibit I and Exhibit J to the Yorkville Community School District #115 ("School District'), the City of Yorkville Park Department ("Park Department') and the CITY for the estimated impact and donation that is projected to be experienced by said entities as a result of the development of the Residential Parcel in the manner provided for under this Agreement. There shall be no school contribution required for the Age-Restricted Residential Parcel except as OWNER and/or DEVELOPER may voluntarily agree to with District 115 in the sole determination of OWNER and/or DEVELOPER and there shall be no other school and park contributions required for the Residential Parcels, except as set forth in Exhibits I and J. There shall be no school or park contributions required or made for the Commercial Parcel. For purposes of making any donations for Parks Department for the Age-Restricted Parcel, the formula utilized by the CITY establishing the amount of the CHOI/12439329.4 21 contribution on the basis of expected population to be generated by a development shall be revised to attribute a population of 1.8 adult persons per dwelling unit in order to arrive at a donation for each dwelling unit within the Age Restricted Residential Parcel. All land/cash donations for Parks from the Age Restricted Residential Parcel shall be used by the CITY solely for facilities that benefit senior citizens. The figure of 1.8 adult persons per dwelling unit shall also be substituted in any other formulas utilized for the CITY for donations based on expected population. 16. PROJECT SIGNS. Following the date of this Agreement and through the date of the issuance of the final occupancy permit for the Residential Parcel, DEVELOPER shall be entitled to construct, maintain and utilize off-site subdivision identification, marketing and location signs at not more than three (3) locations each for the Age Restricted and Conventional Residential Parcels at any time within the corporate limits of the CITY as DEVELOPER may designate (individually an "Off-site Sign" and collectively the "Off-site Signs") subject to sign permit review and issuance by the CITY. Off-site Signs will not be located on public right-of-way. DEVELOPER shall be responsible, at its expense, for obtaining all necessary and appropriate legal rights for the construction and use of each of the Off-site Signs. Each Offsite Sign may be illuminated subject to approval by the CITY. In addition to the Off-site Signs, DEVELOPER shall be permitted to construct, maintain and utilize signage upon the Residential Parcel as identified in Exhibit K attached hereto. 17. MODEL HOMES, PRODUCTION UNITS AND SALES TRAILERS. During the development and build out period of the Residential Parcel (subsequent to final plat approval), OWNERS and DEVELOPER, and such other persons or entities as OWNERS and DEVELOPER may authorize, may construct, operate and maintain model homes and sales CHOI/12439329.4 22 trailers within the Residential Parcel staffed with OWNERS' and DEVELOPER'S, or such other person's or entity's, sales and construction staff, and may be utilized for sales offices. The number of such model homes and sales trailers and the locations thereof shall be as from time to time determined or authorized by DEVELOPER. Off-street parking shall be required for model homes when more than five (5) model homes are constructed on consecutive lots in a model home row. Three (3) off-street spaces will be required for each model home in a model home row, with combined required parking not to exceed thirty (30) off-street spaces. A site plan showing the location of the parking areas and walks will be submitted for review and approval by the CITY. No off-street parking shall be required for individual model homes or sales trailers that are not part of a model home row other than the driveway for such model home/sales trailer capable of parking two (2) cars outside of the adjacent road right-of-way. Building permits for model homes, sales trailers and for up to fifteen (15) production dwelling units for each neighborhood, which may be hereinafter designated by DEVELOPER as a separate neighborhood at the time a final plat for all or any part of that neighborhood is submitted by DEVELOPER to the CITY, shall be issued by the CITY upon proper application thereof prior to the installation of public improvements (provided a gravel access road is provided for emergency vehicles and upon submission of a temporary hold harmless letter to the CITY and the Bristol-Kendall Fire Protection District). A final inspection shall be conducted prior to the use of a model home and water service shall be made available within 300' of the model home. There shall be no occupation or use of any model homes or production dwelling units until the binder course of asphalt is on the street, and no occupation or use of any production dwelling units until the water system and sanitary sewer system needed to service such dwelling unit are installed CHOI/12439329.4 23 and operational or until temporary service is available, whichever is earlier. Use of models as a model unit only shall not be deemed to be "occupancy" thereof and may be made prior to connection to a sanitary sewer or water system, so long as temporary waste water holding tanks and temporary water facilities are installed to serve them. DEVELOPER may locate temporary sales and construction trailers upon the Residential Parcel during the development and build out of said property, provided any such sales trailer shall be removed within two (2) weeks following issuance of building permits for all units within the Residential Parcel. A building permit will be required by the CITY for any trailer that will be utilized as office space. Prior to construction of the sales trailer the DEVELOPER shall submit an exhibit of the model trailer site with landscaping and elevations for the CITY's approval. DEVELOPER hereby agrees to indemnify, defend and hold harmless the CITY and the Corporate Authorities (collectively "Indemnities") from all claims, liabilities, costs and expenses incurred by or brought against all or any of the Indemnities as a direct and proximate result of the construction of any model homes or production dwelling units prior to the installation of the public street and water improvements required to service such dwelling unit and shall execute and deliver to the CITY a hold harmless and indemnification agreement in form and content reasonably satisfactory to the CITY, so providing, prior to the commencement of construction of any model homes. DEVELOPER shall be permitted to obtain building permits in the same manner for additional model homes and for initial production dwelling units in each neighborhood as the Final Plat and Final Engineering for each such neighborhood is approved by the CITY. The foregoing indemnification provision shall, in such case, apply for the benefit of Indemnities for each neighborhood. CHOI/12439329.4 24 18. CONTRACTORS' TRAILERS. The CITY agrees that from and after the date of execution of this Agreement, contractor's and subcontractor's supply storage trailers may be placed upon such part or parts of the SUBJECT PROPERTY as required and approved by OWNERS and DEVELOPER for development purposes. Said trailers shall be removed from each of the Residential Parcel and the Commercial Parcel, respectively, within thirty (30) days after issuance of the last occupancy permit for each such Parcel, subject to force majeure. A building permit will be required by the CITY for any trailer that will be utilized as office space. All contractor's trailers and supply trailers shall be kept in good working order and the area will be kept clean and free of debris. No contractor's trailers or supply trailers will be located within dedicated right-of-way. 19. CERTIFICATES OF OCCUPANCY. A. The CITY shall issue certificates of occupancy for buildings and dwelling units constructed on the SUBJECT PROPERTY or any parcel or phase thereof within five(5) working days after proper application therefor or within five (5) working days after the receipt of the last of the documents or information required to support such application, whichever is later. If the application is disapproved, the CITY shall provide the applicant within five (5) working days after receipt of the application and all documentation or information required to support such application, with a statement in writing of the reasons for denial of the application including specification of the requirements of law which the application and supporting documents fail to meet. The CITY agrees to issue such certificates of occupancy upon the applicant's compliance with those requirements of law so specified by the CITY. The CITY, at its expense, shall retain the services of such consultants and/or hire such employees as may be necessary to ensure that the CITY is able to fulfill its obligations under this Subsection. The foregoing, however, shall CHOI/12439329.4 25 not negate the obligation of OWNERS and/or DEVELOPER to pay all fees otherwise payable for services rendered in connection with the issuance of certificates of occupancy under applicable CITY ordinances. B. Notwithstanding the foregoing, certificates of occupancy shall be issued by the CITY for buildings and dwelling units whose driveway and/or sidewalk paving and grading improvements have not been completely finished due to adverse weather conditions subject to the following understandings: (i) if a certificate of occupancy is issued for such a building or dwelling unit and a party fails to complete the driveway and/or sidewalk paving or grading improvements for such building or dwelling unit as soon as weather permits but in any event by the following summer, the CITY shall have the right to withhold the issuance of further building permits to such party until such exterior work has been completed; (ii) with respect to the last phase of development on the SUBJECT PROPERTY, for any building or dwelling unit for which a certificate of occupancy has been issued with incomplete exterior conditions, adequate security, which may be by a bulk surety in the form of a letter of credit or surety bond, shall be posted with the CITY to ensure the completion of such work; and (iii) the CITY is hereby granted rights of access to the applicable phase of the SUBJECT PROPERTY so that, if necessary, the CITY can complete such work. Notwithstanding the foregoing, if the provisions of(i) above apply but if the party that failed to complete the driveway and/or sidewalk paving or grading improvements posts Security with the CITY in the amount of one hundred ten percent (110%) of the amount estimated by OWNERS and/or DEVELOPER and approved by the CITY to be needed to complete such improvements or to effect such corrections, the CITY shall not withhold the issuance of such building permits or certificates of occupancy. Under no circumstances shall the failure of Commonwealth Edison or another utility company to energize CHOI/12439329.4 26 street lights installed by OWNERS and/or DEVELOPER within a given Phase of development on the SUBJECT PROPERTY constitute a basis for the CITY denying the issuance of building permits or a certificate of occupancy for buildings and dwelling units constructed or to be constructed within such Phase of the SUBJECT PROPERTY. 20. IMPROVEMENTS BENEFITING OTHER PROPERTIES. In the event oversizing and/or deepening of public improvements is hereafter requested and properly authorized by the CITY for the purpose of serving property other than the SUBJECT PROPERTY, or in the event any public improvements installed by DEVELOPER or OWNERS benefit property other than this SUBJECT PROPERTY, even if not oversized or deepened, the CITY shall enter into a Recapture Agreement, as defined in Section 24(A) hereof, with OWNERS and DEVELOPER providing for the payment of the cost of such oversizing or the prorata portion of the costs of any improvements benefiting the properties by the owners of properties benefited by the same. The improvements which qualify as oversized or as benefiting other properties and the identity of the benefited properties (by location map and/or permanent index number) shall be identified at the time of approval of Final Engineering for each phase of development. A phase may include more than one neighborhood. 21. LIMITATIONS. In no event, including, without limitation, the exercise of the authority granted in Chapter 65, Section 5/11-12-8 of the Illinois Compiled Statutes (2002) ed., shall the CITY require that any part of the SUBJECT PROPERTY be dedicated for public purposes, except as otherwise provided in this Agreement or identified on the Preliminary Plan. 22. REQUEST FOR ESTABLISHMENT OF SPECIAL SERVICE AREA OR ALTERNATIVE FUNDING MECHANISM FOR INSTALLATION OF PUBLIC IMPROVEMENTS BENEFITING CONVENTIONAL RESIDENTIAL PARCEL. CHOI/12439329.4 27 OWNERS' and/or DEVELOPER may request the CITY to establish a special service area ("SSA") or an alternative funding mechanism involving the issuance of municipal bonds by the CITY to be utilized for funding the installation of on-site and off-site public improvements as may benefit the Conventional Residential Parcel, including, without limitation, potable water, fire flow and/or water storage facilities, roads, storm water facilities (i.e., storm water sewers, collection and conveyance improvements, detention ponds if they benefit off-site properties), sanitary sewer facilities and other public improvements. If the CITY, in the exercise of its reasonable judgment, determines that the request of OWNERS and/or DEVELOPER is consistent with the guidelines of policies of the CITY, CITY, OWNERS and/or DEVELOPER shall cooperate in good faith to identify and agree on an appropriate structure for the financing, which may be authorized and implemented under other legal frameworks acceptable to the CITY, OWNERS and/or DEVELOPER. The burden of any assessment resulting therefrom is limited to and shall be paid by only those future property owners within the Conventional Residential Parcel and not within the Commercial Parcel or the Age-Restricted Residential Parcel. 23. BANK QUALIFIED DEBT. The parties recognize that the CITY is eligible to issue Ten Million Dollars ($10,000,000.00) per year in bank qualified debt. The CITY wants to preserve the right to issue debt in excess of this amount. The parties understand that if the CITY issues debt in an amount greater than $10,000,000 ("Non-Bank Debt") in a given year including special assessment bonds, then the Non-Bank Debt will be subject to a general market interest rate as opposed to a bank qualified interest rate. The parties further understand that the general market interest rate may be higher than the bank qualified interest rate. CHOI/12439329.4 28 DEVELOPER agrees that in the event that the CITY agrees to establishment of a Special Service Area and if the bonds issued therefore and the CITY in that same calendar year determines in its sole discretion that it must issue Non-Bank Debt because of the issuance of the Bonds, then DEVELOPER shall pay any additional costs associated with the CITY's Non-Bank Debt that results from the issuance of the Bonds, including but not limited to additional financing costs. If in the same calendar year the CITY issues special assessment bonds for another developer, DEVELOPER shall pay its pro-rata share of the additional costs incurred by the CITY to issue Non-Bank Debt based on the amount of its bond issue in proportion to the total amount of special assessment bonds issued in that calendar year. This pro-rata share shall be determined at the end of the calendar year in which the Non-Bank Debt is issued by the CITY. Payment of the share shall be a one time payment and shall be equal to the present value of the additional cost incurred by the CITY calculated by using the true interest rate on the CITY's Non-Bank Bonds. For purposes of calculating the additional cost incurred by the CITY, the general market interest rate and bank qualified interest rate shall be as reported by Griffin, Kubik, Stephens & Thompson, Inc. ("GKST"), 300 Sears Tower, 233 South Wacker Drive, Chicago, IL 60606, or as otherwise agreed by the parties. These rates shall be determined as of the date that the Non-Bank Debt is issued by the CITY. As of the date of this Agreement, GKST reports the current general market interest rates and bank qualified interest rates on its web site located at www.gkst.com under the section entitled "Market Card." 24. RECAPTURE AGREEMENTS. A. Benefiting the SUBJECT PROPERTY. The CITY agrees that in accordance with Chapter 65, Section 5/9-5-1 et. seq. of the Illinois Compiled Statutes, 2002 Edition, the CITY shall enter into recapture agreements with the OWNERS and DEVELOPER for a portion of the CHOI/12439329.4 29 costs of certain public improvements constructed by OWNERS and DEVELOPER which the CITY has determined may be used for the benefit of property ("Benefited Properties') not located within the SUBJECT PROPERTY which will connect to and/or utilize said public improvements. B. Encumbering the SUBJECT PROPERTY. CITY warrants there are currently no recapture agreements or recapture ordinances affecting public utilities which will be utilized to service the SUBJECT PROPERTY which the CITY has any knowledge of or under which the CITY is or will be required to collect recapture amounts from OWNERS and DEVELOPER, or their successors, upon connection of the SUBJECT PROPERTY to any of such public utilities, nor does the CITY have any knowledge of a pending or contemplated request for approval of any such recapture agreement or ordinance which will affect the SUBJECT PROPERTY. 25. COMMENCEMENT OF IMPROVEMENTS. A. The CITY shall issue permits to OWNERS and/or DEVELOPER to authorize the commencement of construction of utility improvements on their respective parcels on the SUBJECT PROPERTY or any Parcel or Phase thereof at the sole risk and cost of OWNERS and/or DEVELOPER prior to: (i) approval of a final plat of subdivision; or (ii) construction of the CITY utility improvements, provided: (1) such construction is undertaken at the risk of the party seeking to undertake such work; (2) approved engineering plans for such improvements have been approved by the CITY that are sufficient in detail for the CITY to determine the nature and scope of the improvements being constructed; (3) the preliminary subdivision plat for the Phase upon which the improvements are being constructed has been approved by the CITY; (4) the IEPA and the sanitary district that will serve their respective parcels of the SUBJECT PROPERTY, as and if applicable, have issued permits for the construction of sanitary sewer and CHOI/12439329.4 30 water lines for the Phase on which the improvements are being constructed. The CITY agrees to review and, where appropriate, execute IEPA sewer and water permit applications separate and apart from the review of final engineering plans so that the IEPA will be in a position to issue such permits prior to CITY approval of final engineering plans; and (5) the construction complies with the CITY'S then existing soil erosion ordinances. OWNERS and DEVELOPER shall indemnify the CITY against any claims, actions or losses the CITY may suffer, sustain or incur because another governmental agency takes action against the CITY after OWNERS and/or DEVELOPER undertake development activities on either of their respective parcels pursuant to the provisions of this Subsection 23(A). B. The CITY shall issue permits to OWNERS and/or DEVELOPER to authorize the commencement of mass earthwork and grading on their respective parcels of the SUBJECT PROPERTY or any Parcel or Phase thereof prior to acceptance of a final plat of subdivision and final engineering by the CITY, provided, that OWNERS and/or DEVELOPER has submitted mass grading and erosion control plans to the CITY at least thirty (30) days prior to the commencement of such mass earthwork and grading and complies with the erosion control ordinance of the CITY. C. The CITY shall issue permits to OWNERS and/or DEVELOPER to authorize the commencement of construction and installation of building foundations on the Residential Parcel prior to acceptance of a final plat of subdivision and final engineering by the CITY, provided, that DEVELOPER have provided for all-weather access to such Lots on which building foundations are being constructed and installed, in the form of aggregate driveways. Any such installation of foundations prior to acceptance of a final plat of subdivision and final engineering by the CITY shall be at DEVELOPER'S sole risk. Issuance of building permits by the CITY CHOI/12439329.4 31 pursuant to this Section shall not be deemed to guaranty the approval by the CITY of any final plat or engineering for the SUBJECT PROPERTY then under review. D. Notwithstanding the foregoing, the SUBJECT PROPERTY or any portion thereof may continue to be used for agricultural uses as interim uses until the relevant portion of the SUBJECT PROPERTY is actually developed. Such uses shall constitute legal, non-conforming uses of the SUBJECT PROPERTY. 26. COVENANTS. In lieu of any architectural control ordinances adopted by the CITY, the DEVELOPER agrees to impose covenants, conditions and restrictions relating to fagade materials, accessory structures and other building restrictions at the time of final plat submittal for each unit of the Residential Parcel. Further, DEVELOPER agrees to follow the anti-monotony policy of DEVELOPER for single-family detached homes attached hereto as Exhibit N regarding the exterior elevations of the buildings. DEVELOPER shall include provisions in the covenants to provide that the Homeowners Association shall be responsible for the maintenance of landscaping within the perimeter landscaping easements, signage provided on the Residential Parcel, and other obligations as determined at the time of final platting and as referenced in this Agreement. 27. HOMEOWNERS ASSOCIATIONS AND DORMANT SPECIAL SERVICE AREAS (DSSA). A. Homeowners Associations. DEVELOPER shall establish through separate declarations of covenants, conditions and restrictions for each of the Conventional Residential Parcel and the Age-Restricted Residential Parcel, a Homeowner's Association ("Association") of all lot owners within each of the Conventional Residential Parcel and the Age-Restricted Residential Parcel and a mandatory membership of all lot owners in the Association for each of CHOI/12439329.4 32 the Residential Parcels. The Associations shall have the primary responsibility and duty to carry out and pay for the maintenance of Common Facilities (defined below) through assessments levied against all dwelling units within each of the Residential Parcels. A maintenance easement shall be established over all of the Common Facilities located on the final plat for each Phase of Development for the Association that undertakes responsibility for the Common Facilities Maintenance. The Association for each of the Residential Parcels will be responsible for the regular care, maintenance, renewal and replacement of the Common Facilities including stormwater detention areas and other open spaces within such Residential Parcel and for the yards and buildings on the private lots on which townhomes are constructed. The maintenance described herein shall include, without limitation, the mowing and fertilizing of grass, pruning and trimming of trees and bushes, removal and replacement of diseased or dead landscape materials, and the repair and replacement of fences and monument signs, so as to keep the same in a clean, sightly and first class condition, and for the maintenance and repair of duplex units on the duplex lots and shall utilize each Association to provide sufficient funds to defray the costs of such maintenance and to establish reserve funds for future repairs and replacements and shall otherwise comply with the CITY's Property Maintenance Standards and Landscape Ordinance. The Common Facilities for the PUD Age-Restricted Residential Parcel are depicted on Exhibit M attached hereto. B. Dormant Special Service Areas. DEVELOPER agrees to the CITY enacting at the time of final plat approvals a separate Dormant Special Service Area (DSSA) for each of the Conventional Residential Parcel and the Age-Restricted Residential Parcel to act as a back up in the event that any Homeowner's Association within a Residential Parcel fails to maintain the private common areas, detention ponds,perimeter landscaping features, and entrance signage. CHOI/12439329.4 33 28. ON-SITE EASEMENTS AND IMPROVEMENTS. In the event that during the development of the SUBJECT PROPERTY, OWNERS or DEVELOPER determine that any existing utility easements and/or underground lines require relocation to facilitate the completion of their obligation for their respective parcels of the SUBJECT PROPERTY in accordance with the Preliminary Plan, the CITY shall fully cooperate with OWNERS and DEVELOPER in causing the vacation and relocation of such existing easements and/or utilities, however, all costs incurred in furtherance thereof shall be borne by the OWNERS and DEVELOPER. If any easement granted to the CITY as a part of the development of the SUBJECT PROPERTY is subsequently determined to be in error or located in a manner inconsistent with the intended development of the SUBJECT PROPERTY as reflected on the Preliminary Plan and in this Agreement, the CITY shall fully cooperate with OWNERS and DEVELOPER in vacating and relocating such easement and utility facilities located therein, which costs shall be home by OWNERS or DEVELOPER, of each such Parcel as the case may be. Notwithstanding the foregoing, and as a condition precedent to any vacation of easement, OWNERS and DEVELOPER shall pay for the cost of design and relocation of any such easement and the public utilities located on their respective parcels unless the relocation involves overhead utilities. If any existing overhead utilities are required to be relocated or buried on perimeter roads that are the responsibility of the OWNERS and/or DEVELOPER, the CITY agrees to be the lead agency in the relocation of those utilities. Upon OWNERS and/or DEVELOPER's request, the CITY will make the request to have overhead utilities relocated. In the event there is a cost to the OWNERS and/or DEVELOPER associated with burying what had been overhead utility lines, the OWNERS and/or DEVELOPER shall have the right to make the determination as to whether the utility lines will be buried or re-located overhead. The costs of burying any CHOI/12439329.4 34 existing overhead utility lines which are on the Residential Parcel or the Commercial Parcel shall be paid by OWNERS and/or DEVELOPER of each such Parcel, as the case may be. The costs of burying any other existing overhead utility lines shall be paid by the CITY. 29. CURB CUTS FOR COMMERCIAL PARCEL. The CITY agrees to cooperate with OWNERS in an effort to procure and execute permits from the appropriate governmental agencies with jurisdiction to allow the construction of a minimum of one (1) full curb cut on Galena Road and two (2) curb cuts (one full and one right and right-out) on Route 47 for the Commercial Parcel. The location of the curb cuts will be determined. by OWNERS and/or DEVELOPER, subject to the approval of the CITY and any other governmental agencies with jurisdiction. 30. DISCONNECTION. OWNERS and DEVELOPER shall develop the SUBJECT PROPERTY as a development in accordance with the final plat and final engineering approved by the CITY in accordance with the terms hereof, and shall not, as either the OWNERS or DEVELOPER of said property, petition to disconnect any portion or all of said property from the CITY or from any service provided by the CITY. 31. CONFLICT IN REGULATIONS. The provisions of this Agreement shall supersede the provisions of any ordinance, code, or regulation of the CITY which may be in conflict with the provisions of this Agreement. 32. ECONOMIC INCENTIVE AGREEMENT. At the request of OWNER and/or DEVELOPER, CITY shall enter into an Economic Incentive Agreement pursuant to 65 ILCS 5/8/11/20 and shall enter at all ordinances and execute all other agreements in connection therewith which may be necessary to reimburse OWNER/DEVELOPER or its assigns for the design and installation of those public improvements (the "Commercial Project CHOI/12439329.4 35 Improvements") within or abutting the Commercial Parcel which (i) are directly attributable to the Commercial Parcel and (ii) do not qualify to be funded by the special service area established for the Conventional Residential Parcel under the provisions of paragraph 22 of this Annexation Agreement. The terms of the Economic Incentive Agreement shall contain the following provisions: (i) The costs of the Commercial Project Improvements (the "Project Improvement Costs") for which OWNER/DEVELOPER or its assigns shall be reimbursed shall include costs of design and engineering, land dedication, construction interest paid during construction, pen-nit fees, inspection fees, insurance premiums and bonds and amounts paid to contractors, subcontractors and suppliers for labor, material, and equipment used in constructing and installing the Commercial Project Improvements which shall not exceed an amount to be reasonably agreed upon between the OWNER/DEVELOPER and the CITY at the time the first final plat of subdivision for the Commercial Parcel is submitted to the CITY for approval. (ii) The amount for which OWNER/DEVELOPER and their assigns may be reimbursed (the "Reimbursement Amount") shall consist of the Project Improvement Costs plus interest at the rate of 5% per annum from the date any Project hnprovement Cost is expended (as evidenced by contractor's sworn statements and waivers) to the date of reimbursement. (iii) The commencement date for reimbursement shall be the date of issuance of a certificate of occupancy for the operation of the first retail store operating on the Commercial Property. The termination date after which time the CITY shall no CHOI/12439329.4 36 longer be required to make any reimbursement payments to OWNER/DEVELOPER or its assigns shall be 15 years after the date of this Annexation Agreement provided that OWNER/DEVELOPER or its assigns must start construction (i.e. obtaining development permits and grading the Commercial Site) within two years after the date of this Annexation Agreement. If event construction does not start within said two year period, the termination date shall be accelerated by one day for each day the commencement date is delayed after such two year period. (iv) During the reimbursement period the CITY shall pay to OWNER/DEVELOPER or its assigns one-half of any taxes imposed by the State of Illinois as a retailer's occupation tax or a retailer's service occupation tax or any other sales tax or successor tax which may be enacted by the State of Illinois as replacement thereto that are generated by the operation of any retail stores operating on the Commercial Parcel and are distributed to the CITY by the Illinois Department of Revenue. Such payments shall be made until the first to occur of the following: (a) OWNER/DEVELOPER has been fully reimbursed for the Reimbursement Amount (including interest); (b) the termination date of the Economic Incentive Agreement. Thereafter the CITY shall have no further obligation to make any payments under this Agreement to OWNER/DEVELOPER or their assigns. 33. CITY ASSISTANCE. The CITY agrees to cooperate and provide any reasonable assistance requested by OWNERS and DEVELOPER in applying for and obtaining any and all approvals or permits necessary for the development of the SUBJECT PROPERTY, including, but not limited to those required from the Illinois Environmental Protection Agency, CHOI/12439329.4 37 the Army Corps of Engineers, the Federal Emergency Management Agency, the United States Environmental Protection Agency, IDOT, Kendall County Highway Department, the Illinois Department of Natural Resources, Bristol Township, the United City of Yorkville Park Board and Yorkville Community Unit School District 115. The CITY further agrees to reasonably cooperate with OWNERS and/or DEVELOPER in obtaining all permits and approvals required by the applicable sanitary district, the County of Kendall and all other governmental units in connection with the contemplated development of the SUBJECT PROPERTY or any Phase thereof. DEVELOPER may proceed with grading and installation of public improvements after CITY's approval of final engineering or other documentation called for hereunder and with the construction of homes prior to the issuance of access permits or other permits required for the development by Illinois Department of Transportation ("IDOT") or Kendall County Highway Department, so long as such access permits have been applied for, and the CITY shall not delay the processing or approval of such engineering or documentation or the issuance of building permits for the reason that IDOT or Kendall County Highway Department permit(s) have not yet been issued. 34. ADDRESSES. Within fourteen (14) days after the final plat of subdivision for any phase of the Residential Parcel is approved, CITY will provide DEVELOPER with the addresses of all lots within that phase for the purpose of expediting the process of obtaining utility installations by the applicable utility company or companies. 35. SUBSEQUENT AMENDMENTS. It is understood and agreed that subsequent amendments of this Agreement, may be obtained solely by the owner of any portion or Phase of the SUBJECT PROPERTY and the CITY as to such portion or Phase without any action or CHOI/12439329.4 38 approval of the owners of other portions of the SUBJECT PROPERTY if such amendments do not affect the rights, duties or obligations of the owners of the balance of the SUBJECT PROPERTY not included in the aforedescribed amendments without any action or approval of the owners of other portions of the SUBJECT PROPERTY. Rezoning or an amendment of the Planned Development may be applied for and processed by the CITY without requiring an amendment of this Agreement. 36. "RIGHT TO FARM" LANGUAGE. The OWNERS and/or DEVELOPER of the property acknowledges that Kendall County has a long, rich tradition in agriculture and respects the role that farming continues to play in shaping the economic viability of the county (zoning indicator A-1 or Ag Special Use), normal agricultural practices may result in occasional smells, dust, sights, noise and unique hours of operation that are not typical in other zoning areas. The OWNERS and/or DEVELOPER of the property agree to incorporate the "Right to Farm" language on the Final Plat of Subdivision and incorporate similar language within such other documents governing the subdivision if any property adjacent thereto is used or operated as a farm. 37. RESPONSIBILITIES OF OWNER AND DEVELOPER. The OWNERS shall not be required to perform any of the obligations under this Agreement so long as OWNERS are passive title holders in the SUBJECT PROPERTY and do not act as a developer. Upon the transfer of OWNER's rights, title or interest in the Residential Parcel or any portion thereof to DEVELOPER, the covenants and obligations of OWNERS and DEVELOPER hereunder as to such portion shall be performed by DEVELOPER. Upon the transfer of OWNERS' rights, title and interest in the Commercial Parcel or any portion thereof to the COMMERCIAL DEVELOPER, then the obligations of OWNERS hereunder as to such portion shall be CHOI/12439329.4 39 performed by the COMMERCIAL DEVELOPER. Until such time as any portion of the Residential Parcel or the Commercial Parcel is transferred to DEVELOPER or the COMMERCIAL DEVELOPER, the obligations hereunder as to such portion shall not be required to be performed by DEVELOPER or COMMERCIAL DEVELOPER, as the case may be. The CITY agrees that the OWNERS and DEVELOPER are exculpated from any personal liability or obligation to perform the commitments and obligations set forth herein as to any phase of the SUBJECT PROPERTY for which they do not act as developer and that the CITY will look solely to the party who develops such phase for such performance. 38. OWNER'S CONTINUED OPERATIONS. OWNER shall be permitted to continue an agricultural use upon all or any part of the SUBJECT PROPERTY until each such part is developed pursuant to this Agreement. 39. GENERAL PROVISIONS. A. Enforcement. This Agreement shall be enforceable in the Circuit Court of Kendall County by any of the parties or their successors or assigns by an appropriate action at law or in equity to secure the performance of the covenants and agreements contained herein, including the specific performance of this Agreement. This Agreement shall be governed by the laws of the State of Illinois. B. Successors and Assigns. This Agreement shall inure to the benefit of and be binding upon the OWNERS, DEVELOPER and their successors in title and interest, and upon the CITY, and any successor municipalities of the CITY. It is understood and agreed that this Agreement shall run with the land and as such, shall be assignable to and binding upon each and every subsequent grantee and successor in interest of the OWNERS and DEVELOPER, and the CITY. The obligations of OWNERS hereunder with respect to the Commercial Parcel shall be CHOI/12439329.4 40 binding on and inure to the benefit of any COMMERCIAL DEVELOPER of the Commercial Parcel. The foregoing to the contrary notwithstanding, the obligations and duties of OWNERS and DEVELOPER hereunder shall not be deemed transferred to or assumed by any purchaser of a empty lot or a lot improved with a dwelling unit in the Residential Parcel who acquires the same for residential occupation, unless otherwise expressly agreed in writing by such purchaser. C. All Terns and Conditions Contained Herein. This Agreement contains all the terms and conditions agreed upon by the parties hereto and no other prior agreement, regarding the subject matter hereof shall be deemed to exist to bind the parties. The parties acknowledge and agree that the terms and conditions of this Agreement, including the payment of any fees, have been reached through a process of good faith negotiation, both by principals and through counsel, and represent terms and conditions that are deemed by the parties to be fair, reasonable, acceptable and contractually binding upon each of them. D. Notices. Notices or other materials which any party is required to, or may wish to, serve upon any other party in connection with this Agreement shall be in writing and shall be deemed effectively given on the date of confirmed telefacsimile transmission, on the date delivered personally or on the second business day following the date sent by certified or registered mail, return receipt requested, postage prepaid, addressed as follows: If to OWNER: MPLIV 10, LLC c/o Marquette Land Investments, L.L.C. 40W960 Stone Ridge Lane Elgin, Illinois 60123 Attn: Darren Sloniger Tele: (630) 263-8007 Fax No.: (847) 464-1581 CHOI/12439329.4 41 and MPLIV 20, LLC c/o Marquette Land Investments, L.L.C. 40W960 Stone Ridge Lane Elgin, Illinois 60123 Attn: Darren Sloniger Tele: (630)263-8007 Fax No.: (847) 464-1581 MLH Yorkville, LLC c/o Marquette Land Investments, L.L.C. 40W960 Stone Ridge Lane Elgin, Illinois 60123 _. Attn: Darren Sloniger Tele: (630)263-8007 Fax No.: (847) 464-1581 and copy to: Donna J.Pugh, Esq. Chair Land Use Group Vedder Price Kaufman &Kammholz,P.C. 222 N. LaSalle Street Chicago, IL 60601-1003 Tele: 312-609-5005 Fax: 312-609-7609 If to DEVELOPER: Pulte Home Corporation 2250 Point Boulevard Suite 401 Elgin, IL 60123 Attn: Brian Brunhofer Tele: (847) 841-3500 Fax: (847) 783-0892 with a copy to: Gardner Carton&Douglas LLP 191 North Wacker Drive Suite 3700 Chicago, IL 60606-1698 Attn: Charles L. Byrum Tele: (312) 569-1222 Fax: (312) 569-3222 CHOI/12439329.4 42 If to CITY: United City of Yorkville 800 Game Farm Road Yorkville, IL 60560 Attn: City Clerk Tele: (630) 553-4350 Fax: (630) 553-7575 with a copy to: United City of Yorkville 800 Game Farm Road Yorkville, IL 60560 Attn: John Wyeth, Esq. Attorney for United City of Yorkville Tele: (630) 553-4350 Fax: (630) 553-8330 or to such other persons and/or addresses as any party may from time to time designate in a written notice to the other parties. E. Severability. This Agreement is entered into pursuant to the provisions of Chapter 65, Sec. 5/11-15.1-1, et seq., Illinois Compiled Statutes (2002 ed.). In the event any part or portion of this Agreement, or any provision, clause, word, or designation of this Agreement is held to be invalid by any court of competent jurisdiction, said part, portion, clause, word or designation of this Agreement shall be deemed to be excised from this Agreement and the invalidity thereof shall not effect such portion or portions of this Agreement as remain. In addition, the CITY and OWNERS and DEVELOPER shall take all action necessary or required to fulfill the intent of this Agreement as to the use and development of the SUBJECT PROPERTY. F. Agreement. This Agreement, and any Exhibits or attachments hereto, may be amended from time to time in writing with the consent of the parties, pursuant to applicable provisions of the City Code and Illinois Compiled Statutes. This Agreement may be amended by the CITY and the owner of record of a portion of the SUBJECT PROPERTY as to provisions CHOI/12439329.4 43 applying exclusively thereto, without the consent of the owner of other portions of the SUBJECT PROPERTY not effected by such Agreement. G. Conveyances. Nothing contained in this Agreement shall be construed to restrict or limit the right of the OWNERS and DEVELOPER to sell or convey all or any portion of the SUBJECT PROPERTY, whether improved or unimproved. H. Necessary Ordinances and Resolutions. The CITY shall pass all ordinances and resolutions necessary to permit the OWNERS and DEVELOPER, and their successors or assigns, to develop the SUBJECT PROPERTY in accordance with the provisions of this Agreement, provided said ordinances or resolutions are not contrary to law. The CITY agrees to authorize the Mayor and City Clerk to execute this Agreement or to correct any technical defects which may arise after the execution of this Agreement. I. Term of Agreement. The term of this Agreement shall be twenty(20) years from the date of execution of this Agreement. In the event construction is commenced within said twenty-year period all of the terms of this Agreement shall remain enforceable despite said time limitation, unless modified by written agreement of the CITY and DEVELOPER/OWNERS. J. Captions and Paragraph Headings. The captions and paragraph headings used herein are for convenience only and shall not be used in construing any term or provision of this Agreement. K Recording. This Agreement shall be recorded in the Office of the Recorder of Deeds, Kendall County, Illinois, at DEVELOPER' s expense. L. Recitals and Exhibits. The recitals set forth at the beginning of this Agreement, and the exhibits attached hereto, are incorporated herein by this reference and shall constitute substantive provisions of this Agreement. CHOI/12439329.4 44 M. Counterparts. This Agreement may be executed in counterparts, each of which shall be deemed an original, but all of which together shall constitute one and the same document. N. No Moratorium. The CITY shall not limit the number of building or other permits that may be applied for within any approved phase due to any CITY imposed moratorium and shall in no event unreasonably withhold approval of said permits or approval for the final plat of any Phase of the subdivision. Nothing contained herein shall affect any limitations imposed as to sanitary sewer or water main extensions by the Illinois Environmental Protection Agency, Yorkville-Bristol Sanitary District, or any other governmental agency that preempts the authority of the United City of Yorkville. O. Time is of the Essence. Time is of the essence of this Agreement and all documents, agreements, and contracts pursuant hereto as well as all covenants contained in this Agreement shall be performed in a timely manner by all parties hereto. P. Legal Challenges. If for any reason and at any time, the annexation of the SUBJECT PROPERTY to the CITY is legally challenged by any person or entity by an action at law or in equity, the CITY shall: (i) cooperate with OWNERS and/or DEVELOPERS in the vigorous defense of such action through all proceedings, including any appeals; and (ii) take such other actions as may then or thereafter be possible pursuant to the Illinois Municipal Code to annex the SUBJECT PROPERTY and/or other properties to the CITY so that the annexation of the SUBJECT PROPERTY to the CITY can be sustained and/or effected. Q. Major and Minor Modifications. Any modification to any approved preliminary or final plats of subdivision and engineering plans, which are deemed to be minor modifications, may be approved by the CITY Administrator (following review and approval by the CITY CHOI/12439329.4 45 Engineer) without requiring a public hearing and without formal amendment to the Planned Development approved for the SUBJECT PROPERTY or this AGREEMENT. Modifications necessary to solve engineering, layout and/or design problems shall be deemed to be minor modifications so long as such modifications do not change the essential character of the preliminary or final plats of subdivision or engineering plans or increase the total number of dwelling units allowed on the SUBJECT PROPERTY. Any revisions to a preliminary or final plat of subdivision or engineering plan, which if determined by the CITY to be major modifications, shall require review by the CITY's Planning Commission and approval by the CITY Council. hr no event shall such major modification require an amendment to this AGREEMENT. R. Exculpation. It is agreed that the CITY is not liable or responsible for any restrictions on the CITY's obligations under this Agreement that may be required or imposed by any other governmental bodies or agencies having jurisdiction over the SUBJECT PROPERTY, the CITY, the DEVELOPER and OWNERS, including, but not limited to, county, state or federal regulatory bodies. S. Effectiveness. This Agreement shall be subject to and shall take effect after the consummation of the transaction between OWNERS and DEVELOPER for the sale of any portion of the Residential Parcel by OWNERS to DEVELOPER. (SIGNATURE PAGES TO FOLLOW) CH01/12439329.4 46 IN WITNESS WHEREOF, the parties hereto have set their hands and seals to this Agreement as of the day and year fast above written. OWNERS: MPLIV 10, LLC Name: Its: wry, MPLLIV 20 LLC IV BY: Name: ;1) Its: - , MLM YORKVILLE, LLLCCC BY: :1 Name Its: CHOI/12439329.4 47 DEVELOPER: PULTE HOME CORPORATIO By: 2 Name: S3I tx- Its: y P 4 ��o—✓ and By: Name: T co fjR .-J", Its: VP Z-4--j 0 CITY: UNITED CITY OF YORKVILLE, an Illinois municipal corporation By: Name: Its: ` R } ee � _ o� y Attest- " Name: Its: CH01/12439329.4 48 LIST OF EXHIBITS EXHIBIT A-1 Legal Descriptions and Plat of Annexation of SUBJECT PROPERTY (Area South of Commonwealth Edison Lines) EXHIBIT A-2 Legal Descriptions and Plat of Annexation of SUBJECT PROPERTY (Area North of Commonwealth Edison Lines) EXHIBIT B-1 Depiction and Legal Description of R-3 Age-Restricted Residential Parcel EXHIBIT B-2(1) Depiction and Legal Description of Southerly Portion of R-2 Conventional Residential Parcel EXHIBIT B-2(2) Depiction and Legal Description of Northerly Portion of R-2 Conventional Residential Parcel EXHIBIT C Depiction and Legal Description of B-3 Commercial Parcel EXHIBIT D Concept Plan For SUBJECT PROPERTY EXHIBIT E Preliminary PUD Plan for Age-Restricted Residential Parcel EXHIBIT F List of Variations for Age-Restricted Residential Parcel EXHIBIT G List of Current City Building Codes EXHIBIT H-1 Fee Schedule for Age-Restricted Residential Parcel EXHIBIT H-2 Fee Schedule for Conventional Residential Parcels EXHIBIT I School Contribution EXHIBIT J Park Contribution EXHIBIT K Signage EXHIBIT L Form Recapture Agreement EXHIBIT M Common Facilities for Age-Restricted Residential Parcel EXHIBIT N Del Webb Anti-Monotony Policy CH01/12439329A 49 EXHIBIT A-1 LEGAL DESCRIPTIONS AND PLAT OF ANNEXATION OF SUBJECT PROPERTY (Area South of Commonwealth Edison Lines) CHOI/12439329.4 SWTSars,NGDUMMiw CONSU MM' INC. w.ser me PREPARED FOR: PLAT OF ANNEXATION Ears voms�su®fa[ u�rmrm DEL WEBS COMMUNITIES OF ILLINOIS, INC. TO THE UNITED CITY OF YORKVILLE 2205 POINT BOULEVARD, SUITE 200, rtsrnesnvaurm ELGIN, ILLINOIS 60123 PROJECT CONTACT: MR. MATTHEW CUDNEY LOCATTOW AIdP P/aOt�T PHONE: (847) 841-3583 AAA FAX: (847) 783-0875 87'56'31"E 3576.19'CALC IN89'00'53"E15.64 o r�Lu�1323.19' S89°73'11'W •d�2651.03' o rn m 4'East Line of the West 1/ .64'5-37-7 Avr m sort West Line of the NW 1/4 .00' 5-37-7 U .t Ok� West Line of the SW 1/4 Q Cv 0D�s O�G X55 Westerly of ILRRL of Way c; ptY81K1N 5.37-7 Pc- oR�S o `V R6 O w P ZZ P zo o P¢C 5 .011 a Za6 , " u S89°50'14"W 10.00 64.12 S00°09'46"E 71.20 S87 5241 W 22.10 R=42,975.00' L=933.19' Im f` POB PARCEL 2 p08 PARCEL 1 n N 1»�63, m PREPARED ON SEPTEMBER 23, 2005 ro PREPARED BY: 9161•/ G L1QVTACTr W �'� E PETER.L HUNKER RE, GENERAL MANAGER OF LAND DEYELGPMENT (6M) 553-7560 CRAIG L DUY • CRAIG L DUY RLS, SENIOR SURWYOR ILLINOIS PROFESSIONAL LAND SURVEYOR (530) SW-7560 [+�,, _ N)z° No. 3359 (EXPIRES: 11/30/06) kbgo37805' a EXHIBIT Al NOTES %' / %` �3 PLAT OF ANNEXATION GRAPHIC SCALE • This map was vented for use N a annexation esh bR ut map Is not TO THE UNITED CITY OF YORKVILLE to be used for any construction give v staking purposes wHhout consent from �/' �, i y ,. .'. / / - �O GALENA ROAD, WEST OF IL. RT. 47, -soo o s1 s1 1000 aaao a proper agent of Smith Ervev. riNo Comultants. Inc. EAST OF ELDAMAIN • This Ic NOT a Plat of c�nay. No aseumptione v agreements as to APPROXIMATE -,�� ownership, use. or possession corn be conveyed from this document CINNEXATION ST 1 N G UNITED 1 T E D C I T YJ a No underground Improvement- haw been located unless shown and noted. /� mraE No distance should be assumed b scaling. as mu�R i Aor I I • This map Is void without original embossed or red colored seat and OF YORKVILLE a �� IIaC ew8 am in 1 inch = 500 M tlgnoture affixed. LIMITS + I"- m•' a �e VEM sawn 1 w 2 a OD A SMITH �iGD7En G CONSULTANTS INC. PREPARED FOR: LEGAL DESCRIPTION '��®A° 6 DEL WEBB COMMUNITIES OF ILLINOIS, INC. PLAT OF ANNEXATION -- -�°- ----�-�-- 220S POINT BOULEVARD, SUITE 200, •++I�ev>�rru®•vL woo•T•• ELGIN, ILLINOIS 60123 TO THE UNITED CITY OF YORKVILLE PROJECT CONTACT: MR. MATTHEW CUDNEY PHONE: (847) 841-3583 FAX: (847) 783-0875 192AL1 PARCEL l: PAROQ. 2: THAT PMT O' THE NEST X OF SECTION 4, PART ON SECTION 4 PART OF THE NORTHEAST X OF THAT PART OF THE NEST HALF OF SECTION A TOWNSHIP 37 NORM, RANGE 7, EAST OF SEC77M 8 AND PMT OF THE NORTHNEST X OF SECTION 9, ALL IN TONNSHIP 37 NORTH RANGE THE THIRD PRINCIPAL MERIDIAN DESCRIBED AS FOLLOWS COMMENCING AT THE SOUTHEAST 7 EAST OF THE THIRD PRINCIPAL MERIDIAN, DESCRIBED AS FOLLOM BEGINNING AT THE POINT OF CORNER OF THE SOUTHWEST QUARTER OF SAID SECTION 5; INE14CE NORTHERLY ALONG THE INTERSECTION OF THE CENTER LINE OF GALENA ROAD AS NOW ESTABUSNED ACROSS SAID SECTION EAST LLNE OF SAID SOUTHEEST QUARTER 64293 FEET TO A POINT NHICN/S 16200 FEET 5 WIN THE NEST LINE ON THE EAST X OF SAID SECTION 5; THENCE NORTH 0 DEGREES 02 SOUTHERLY OF THE ORIGINAL CENTER LINE ON GALENA ROAD; THENCE WESTERLY ALONG A MINUTES 49 SECONDS NEST ALONG SAID NEST LINE, 26711J FEET TO A PONT 2J27.34 FEET LINE WHICH FORMS AN ANGLE OF 102 DEGREE$ 56 MINUTES 02 SECONDS N/IH THE LAST SOUTH OF THE NORTHEAST CORNER OF- THE NORTHWEST X or SAID SECTION S THENCE:NORTH DESCRIBED COURSE MEASURED C OOKWWSE THEREFROM, 10000 FEET TO A POINT NINON/S 0 DEGREES 36 MINUTES M SECONDS NEST 132,110 FiET,• THENCE NORTH 0 DECREES O2 169.50 FEET, AS MEASURED PARALLEL WIN SAID EAST LINE SOIIMERLY OF SAID ORIGINAL mINUIES JO SECONDS EAST 232556 FEET TO THE NORTH LINE OF SAID SECTION$ THENCE CENTER LINE THENCE NORTHERLY PARALLEL WIN SAID EAST LINE 169.50 FEET TO SAO SOUTH 89 DEGREES 41 MINUTES 08 SECONDS EAST ALONG SAID NORTH LINE 131149 FEET TO THE ORIGINAL CENTERUNE FOR THE POINT OF BEONNINCT THENCE NORTHERLY PARALLEL WIN NORTHWEST CGRMER OF THE NORTHEAST X OF SAID SECTION • THENCE SOUTH 00 DEGREES 02 SAID EAST LINE 14.66 FEET TO THE PRESENT CENTER UNE OF GALENA ROAD AS DEPICTED m/NUTE5 49 SECONDS EAST ALONG THE NEST LINE OF SAID NORTHEAST X wam FEET- THENCE ON A PUT RECORDED .NNE S 1964 AS DOCUMENT NUMBER 14519.; THENCE WESTERLY NORTH 89 DEGREES 09 MINUTES EAST JSMSO FEET 70 ME CENTER LINE OF ROB ROY ONOH, ALONG SAID PRESENT CEN70 LINE 1,67569 FEET TO A POINT OF OURVATI/RE THENCE THENCE SOUTH 0 DEGREES 22 MINUTES OT SECONDS EAST ALONG SAID CENTER LINE 781.86 FEE' WESTERLY ALONG SAID PRESENT(ENTER LINE BEING ALONG A TANGENTIAL CURIE TO THE THENCE SOUTH 2 DEGREES 43 MINUTES 14 SECONDS NEST ALONG SAID CENTER LINE 30001 FEET RIGHT HAMNG A RADIUS OF 4$97500 FEET, 93118 FEET* THENCE WESTERLY ALONG SAID THENCE SOUTH 89 DEGREES 40 MINUTES EAST 291.15 FEET, THENCE SOUTH 0 DEGREES 56 PRESENT CENTER LINE 6412 FEET 70 THE NEST LINE OF SAID SQUTHWEST QUM7ER, MINUTES 40 SECONDS NEST 24028 FEET THENCE NORTH 89 DEGREES 14 MINUTES 01 SECONDS THENCE NORTHERLY ALONG SAID WEST LINE 957.16 FEET TO THE NORTHWEST CORNER OF EAST 1428.51 FEET TO THE EAST UNE or THE NEST X OF SAID SECTION, 4; wmrE SOUTH 0 SAID SOUTHWEST QUARTET*, MENGE NORTHERLY ALONG THE NEST LINE OF THE NORTHWEST DEGREES 02 MINUTES 57 SECONDS EAST ALONG SAID EAST LINE 991.84 FEET THENCE SOUTH 89 QUARTER OF SAID SECTION E 92088 FEET 10 A PONT WHICH IS 2316.00 FEET SOUTHERLY DEGREES 09 MINUTES 09 SECONDS NEST 174517 FEET 70 THE CENTER LINE OF SAID ROB ROY OF THE NORTHWEST CORNER OF SAID NORTHWEST QUARTER; THENCE EASTERLY, 2651.03 DlIft THENCE SOUTH J DECREES 28 MINUTES S1 SECONDS NEST ALONG SAID CENTER LINE FEET TO A PONT ON RE EAST LIVE OF SAID NEST HALF UNION IS 2326.70 FEET 137175 FEET,• THENCE SOUTH M DEGREES 24 MINUTES 07 SECONDS WEST ALONG SAID CENTER SOUTHERLY SE THE NORTHEAST CORNER OF SAID NORTHWEST QUMIM THENCE SQUIHERLY LINE BOOB/ FEET TO THE CENTER LINE OF SAID GALENA ROAD,• THENCE NORTH M OEONELS 44 ALONG THE EAST LINE OF SAM NEST HALF, ZB8B.96 FEET 70 SAID ORIGINAL CENTER UNE; MINU70 NEST ALONG SAID CENTER UNE MISLOS FEET TO ME POINT OF BEGINNING THENCE WESTERLY ALONG SAID ORIGINAL CENTER LINE 10.94 FEET TO THE POINT OF BEGINNING IN SMSIIX. 70101WHP, KENDALL COUNTY, ILLINOIS E MEP17NO DOMFROM THAT PMT OF THE NOR/NNEST X OF SECTION L, TONNSHIP 37 NORIN, - RANGE 7 EAST OF' THE THIRD PRINCIPAL MERIDIAN LT7NG SOUTH OF A LINE EMENDING EASTERLY FROM A POINT ON SAID NEST LINE OF THE NORTHWEST X WHICH POINT IS 1876.07 FEET SOUTH OF THE NORTHWEST CORNER OF SAID SECTION 5 TD A POINT ON THE NORTH AND SOUTH CENTER LINE OF SAID SECTION 5 MI CH POINT IS 182SB5 FEET SOUTH OF SAID NORTH QUARTER CORNET, AND EXCEPT A STRIP DI'LAND 20100 FEET HIDE IN THE NORTHEAST X OF SECTION 5 AND THE NORTHWEST X OF SECTION 4 7DWNSHIP 37 NORTH RANGE 7 EAST OF THE THIRD PRINCIPAL MERIDIAN BOUNDED AND DESCRIBED AS FOLLOWS COMMENCING AT THE NORTHWEST CORNER OF THE NORTHEAST X OF SAID SECTICM/5; THENCE SOUTH ALONG THE NORTH AND SOUTH CENTER LINE OF SAID SECTION 4 A DISTANCE OF WEISS FEET TO THE NORTH LINE OF PROPERTY CONWIED ID THE LASALLE NATIOVAL BANK AS TRUSTEE UNDER TRUST AGREEMENT DATED FEBRUARY 1G 1967, KNOWN AS TRUST NO J5913 RECORDED AS DOCUMENT Na 154368 IN BOOK I5Z PACE 392 AS SAID NORTH LINE IS MOMUMEWED AND OCCUPIED HEREINAFTER REFERRED TD AS LINE "S; FOR THE POINT OF BEGINNING THENCE EAST ALONG SAID LINE E; A DISTANCE OF 3596.50 FEET 70 IRE CENTER LINE OF ROB ROY DI7CM THENCE SOUTHERLY ALONG THE CENTER LINE OF ROB ROY DITCH FORMING AN ANGLE OF 90 DEGREES 29 MINUTES 57 SECONDS 70 THE RIGHT WIN THE PROI.CNGATION OF we UST DESCRIBED COURSE A DISTANCE OF 20500 FEET 70 PREPARED ON SEPTEMBER 23, 2005 THE INTERSECTION WIN A LINE 20500 FEET PERPENDICULARLY DISTANT SOUTH OF AND PARALLEL WIN THE AFORESAID LINE $;• THENCE NEST ALONG THE UST DESCRIBED PARALLEL LINE A PREPARED BY: DISTANCE OF 359847 FEET 70 THE NORTH AND SOUTH CENTER LINE OF SAID SECTION S THENCE NORTH ALONG SAID NORTH AND SOUTH CENTER LINE 205.02 FEET TO THE PONT OF BEGINNING AND ALSO EXCEPT ROT PMT OF WE WEST HALF OF SAID SECTION 4 LTTNG EAST OF THE NEST CRAIG L DUY RIGHT OF WAY LINE OF ILLINOIS ROUTE 47, IN KENDALL COUNTY, ILLINOIS ILLINOIS PROFESSIONAL LAND SURVEYOR AND ALSO EXCEPT THAT PMT LYING NEST OF THE NEST LINE OF THE EAST HALF O'SAID No. 3359 (EXPIRES: 11/30/06) SECTION A IN KENDALL COUNTY, ILLINOIS AND ALSO EXCEPT THAT PMT WRON THE NORTHWEST QUARTER OF SAID SECTION 4 IN KENDALL COUNTY, /LUNGS EXHIBIT Al LEGAL DESCRIPTION PLAT OF ANNEXATION TO THE UNITED CITY OF YORKVILLE GALENA ROAD, WEST OF IL. RT. 47, NOTE: EAST OF ELDAMAIN THE SAID REAL ESTATE BEING ALSO SHOWN BY THE PLAT OF "° nt DIED Rm� In ANNEXATION HERETO ATTACHED AND MADE A PART HEREOF. m n Aa • IB07N201_A BOim 9N rlflR WhM6 �QT r a 1'- •ro a �r! M91C MJLC 2 LF l6 2 6 tl0 A EXHIBIT A-2 LEGAL DESCRIPTIONS AND PLAT OF ANNEXATION OF SUBJECT PROPERTY (Area North of Commonwealth Edison Lines) CHOI/12439329.4 MM BNGRUMMMG CONBOLTANT6, INC. amneolmev,eem�a tmrsre PREPARED FOR: PLAT OF ANNEXATION '" •�- •�° mm toarm eearetearat Meal new I teams DEL WEBS COMMUNITIES OF ILLINOIS, [;`-:c. e TO THE UNITED CITY OF YORKVILLE LLOS POINT BOULEVARD, SUITE `LOO, *r e�axmi a0w�Awcx ELGIN, ILLINOIS 60123 PROJECT CONTACT: LOC,ATM MAP Fp0.!OT MR. MATTHEW CUDNEY PHONE: (847) 841-3583 FAX: (847) 783-0875 '0 E tv e�,/� . Tius4 NU. .t3 ap ^�/d POB PARCEL 3 2 NE CORNER OF TH , 0 +/ gy ( ) NW QUARTER 5-37-7 NW CORNER 5-37-7 ptro� wr=u RKVILL BASILle 490AD we 9 ,yP'; cusp /w.N 1117.22' 1331.4' 1319.49' N89°41'06"ERA' North Line of the NW 1/4 North Line of the NE 1/4 5-37-7 6-37-7 "Or m svc w a (V O 3 0 w �-• Q O?- a 1'hOo- N Z 4) P �E9 m 5 r 9A O a M 46'CALC 1133.17' 1328.16'CALC N oxw"N pc�Rper PREPARED ON SEPTEMBER 23, 2005 1323.10' S89.13-IM PREPARED BY: v �J al^/t�I1G mNfdG7+ �C c W E VM553-7560 (n-A HVIN P.E, RAIERAL MANAGM OIL LAND DEYELQ°NENT P �GG'`'� - CRAIG L DUY • CRAIG L DUY P.I.S. SEIVIOR SURWYOR Q P ILLINOIS PROFESSIONAL LAND SURVEYOR (te) 553-75150 POB PARCEL 3(1) No. 3359 (EXPIRES-"z,11/30/06) CENTERLINE GALENA ROAD N ONE EXHIBIT A2 AND EAST LINE OF WEST HALF 5 SECTION 5-37-7 GF�� QP� PLAT OF ANNEXATION GRAPHIC SCALE • NOTES: map wan created for use In a annexation exhbN. This map le not TO THE UNITED CITY OF YORKVILLE to be used for any construction or staking purposes without consent from -SO0 0 250 500 1000 mop a proper agent of Smith Engineering Consultants, Inc. GALENA ROAD, WEST OF IL. RT. 47, • this IS NOT a Plot of SunW No assumptions or agreements an to EAST OF ELDAMAIN ownership, use. or possession can be conveyed from this document • No underground Improvements haw been located unless shown and noted. na M tta ( � �, ) • No distance should be assumed by waiing. +. as + At q/ • This map In void without original embossed or red colored seat and s �Im �•eaYtb la 1 inch = 500 ft elgnature affixed A r•- B°• a p®®�n tlrC splep 1 OF 2 a OO A LEGAL DESCRIPTION �81°'� �m � ��"L INC. PREPARED FOR: DEL WEBS COMMUNITIES OF ILLINOIS INC. PLAT OF ANNEXATION 2205 POINT BOULEVARD, SUITE 200, nAaas raaNNOlu a/a�Irm1/1w�oou ELGIN, ILLINOIS 60123 TO THE UNITED CITY OF YORKVILLE nor nes��raum REJECT CONTACT: �sls,cca xam/ MR. MATTHEW CUDNEY PHONE: (847) 841-3583 FAX: (847) 783-0875 Awl THAT PART O' THE HEST X OF SECTION C PART OF SECTION S PART OF THE NORTHEAST X ALSO OF SECTION 8 AND PART OF THE NORTHNEST X OF SECTION Q. ALL IN TDNNSNIP 37 NORTH THAT PART OF THE NORTHNEST 114 OF SECTION 5 AND NORTHEAST 1//4 OF SECTION RANGE 7 EAST OF THE THIRD PRINCIPAL MERIDIAN, DESCRIBED AS FOLLOW BEGINNING AT THE 6, TONNSHIP 37 NORTH, RANGE 7 EAST OF THE THIRD PRINCIPAL NORTHEAST POINT OF INTERSECTION OF THE CENTER LINE OF GALENA ROAD AS NOW ESTABLISHED ACROSS DESCRIED AS FO.LOM BEGINNING AT THE NORTHEAST CORNER op,SECTION A. SAID SECTION 5 WIN THE NEST LINE OF THE EAST X OF SAID SECTION 5T THENCE NORTH 0 THENCE EAST ALONG THE SECTION LINE 1331.4 FEET THENCE SOUTHERLY ALONG A DEGREES 02 MINUTES 49 SECONDS NEST ALONG SAID NEST LINE, 26731J FEET TO A POINT LINE FORMING AN ANGLE OF 90 DEGREES 7 MINUTES MEASURED FROM NEST TO 2327.34 FEET SOUTH OF THE NORTHEAST CORNER OF THE NLRTNNEST X OF SAID SECTION ICI• SOUTH FROM THE SECTION LINE 2321.5 FEET• THENCE NE57ERLY ALONG A LINE 7HENCE NORTH 89 DEGREES 36 MINUTES 30 SECONDS NEST 1.32310 FEET• THENCE NORTH 0 FORMING AN ANGLE OF 89 DEGREES 33 MINUTEST MEASURED FROM NORTH 70 NEST DEGREES 02 MINUTES 30 SECONDS EAST 2325.58 FEET 70 THE NORTH LINE OF SAID SECRON 4 FROM THE LAST DESCRIBED COURSE : THENCE SOUTHERLY ALONG 5 1328.7 FEET TO THENCE SOUTH 89 DEGREES 41 MINUTES OB SECONDS EAST ALONG SAID NORTH LINE 1318.49 THE NEST LINE OF SECTION THE SECTION LINE FORMING AN ANGLE OF 89 DEGREES FEET TO THE NOR7HEAST CORNER OF THE NORTHEAST X O'SAID MC71 M/5,• THENCE SOUR/ 27 MINUTES MEASURED FROM EAST 70 SOUTH FROM RE LAST OESOIGED COURSE, 00 DEGREES 02 MINUTES 49 SECONDS EAST ALONG THE NEST LINE OF SAID NORTHEAST X 148.4 FEET, THENCE MESTERLY ALONG A LINE FORMING AN ANGLE OF 89 DEGREES 58 182838 FEET• THENCE NORTH 89 DEGREES OB MINUTES EAST 3596.80 FEET TO THE CENTER MINUTES MEASURED FROM NORTH 70 NEST FROM THE SECTION UNE 15W FEF7- LINE OF ROB ROY O7W,• THENCE SOUTH 0 DEGREES 22 MINUTES CU SECONDS EAST ALONG THENCE NORTHERLY ALONG A LINE FORMING AN ANGLE OF 89 DEGREES 33 M/NU= MEASURED FROM EAST TO NORTH FROM THE LAST DESCRIBED COURSE 2451.1 FEET SAID COMER LINER LINE FESlT THENCE SOUTH 2 DEGREES EG EES MINUTES 0 14 SECONDS EAST NEST 70 THE NORTH LINE OF SECTION B,• THENCE EASTERLY ALONG SAID NORTH LINE 15M ALONG SAID SCUT LINE DEGREES f£ET,• THENCE SOUTH D DEGREES 2 40 MINUTES EAST 281.15 FEET TO THE POINT OF BEGINNING` EXCEPTING THEREFROM THAT PART O• THE 89 D THENCE SOUTH 0 DEGREES 56 MINUTES 40 SECONDS NEST 24028 FEET• THENCE NORTH NORTHEAST 114 OF SECTION 5, 70NNSNlP 37 NORM, RANGE 7 EAST O' THE THIRD 89 DEGREES 14 MINUTES C SEUUTH EAST ES III FEET 70 THE FAST LINE O' THE NEST X PRINCIPAL MER/OAA LITHO SOUTH AND NEST OF THE FOLLONING DESCRIBED LINE: EA SAND SECTION k THENCE SOUTH 0 DEGREES O2 MINUTES MIN 57 SECONDS EASE ALONG SAID BEGINNING AT A PONT 187807 FErT SOUTH O' THE NORTHEAST CORNER OF SAID FAST LINE 991.84 FEEL• THENCE SOUTH R Y Dim;08 MINUSES OB DEGREE NEST MINUTES SECTION A SAID PONT BE7NO ON THE NORTH LINE OF THE LAND CONWIED TO FEET D 70 THE CENTER LINE C SAID ROB ROY DI5 F MINCE CE SO T DEGREES EE MINUTES 51 COMMOVNEALIN EDISON COMPANY BY DOCUMENT Na 7J-2841 (TRACT 1} THENCE MINUTES NEST ALONG SAID CENTER LINE ENTER FEEL• THENCE SOUTH E DEGREES NE 24 NEST ALONG SAID NORTH LINE 113317 FEET 70 A POINT O"INIERSECROV WZH A SAID GA 07 SIOUWOS NEST ANOINT SAID EERIER LINE MINUTES F7FL 70 THE SENDER LINE OF LINE 4150 FEET PERPENDICULARLY DISTANT EAST OF AND PARALLEL WIN THE EAST SAID GALENA ROAD, THENCE NORTH M DECREES 44 MINUTES HEST ALONG SAND LIMIER LINE LINE OF THE LAND OONWIED TO EARL P. AND EMMA Y. KONJOW BY DEED RECORDED 331805 FEET 1a THE POINT Q�BEGINNING AS DOCUMENT NO 138414 IN BOOK 126, PAGE 41, THENCE NORTH ON SAID PARAUPL EXCEPTING THEREFROM THAT PMT OF THE NORINIEST X OF SEC71ON S 701WSYIP 37 NORTH, LINE ALSO BONG THE E AST LINE OF THE LAND CONIoDW TO SAID COMMONWALTH RANGE 7 EAST OF THE THIRD PRINCIPAL MERIDIAN LNNC SOUTH OF A LINE EMENDING EDISON COMPANY BY DOCUMENT Na 73-2841 CT 1), 1887.19 FEET TO THE EASTERLY FROM A POINT ON SAID NEST LINE OF THE NORMNEST X HMO/PONT IS 1876.07 NORTH LINE OF SAID SECTION B AND THE POINT OF TERMINATION.• AID ALSO EXCEPT FEET SOUTH OF THE NORINKST CORNER OF SAID SECTION 5 70 A POINT ON THE NORTH AND THAT PMT OF THE NORTHNEST 114 OF SECTION S 701INSNIP 37 NORTH, RANGE 7 SOUTH TER LINE OF SAID SECTION 5 NN/OH PONT IS 182885 FEET SOUTH OF S41D NORTH EAST OF THE THIRD PRINCIPAL MERIDIAN LMG SOUTHERLY OF A LINE EXTENDED QUARTER CORNER EASTERLY FROM A POINT ON THE NEST LINE OF SAID NORTHNEST 114 OF SECTION 5 NH/CRY POINT IS 1876.07 FEET SOUTH Or THE NORTHNEST CORNER OF SAID WC7hN 5 AND OMEPT A STRIP OF LAND 20500 FEET HIDE IN THE NORTHEAST X OF SECTION 5 AND THE TO A POINT ON THE NORTH AND SOUTH CENTER LINE OF SECTION S I fIG H PORT IS NORINNEST X OF SECTION 4 7DNNSHIP 37 NORTH RANGE 7 EAST OF THE THIRD PRINCIPAL /82885 FEET SOUTH Or THE NORTH WARIER COINER OF SAID SECTION S ALL IN MERIDIAN BOUNDED AND DESCRIBED AS FOLLOM COMMINONG AT THE NORTHNEST CORNER OF THE TONNSWP OF BRISTM XWEALL COUNTY, ILLINOIS ME NORTHEAST X OF SAID SECTION 4: THENCE SOUTH ALONG THE NORIN AND SOUTH CENTER LINE OF SAID SECTION S A DISTANCE OF 182885 FEET 70 THE NO1RIN LINE OF PROPERTY OORLFYED TO THE LASALLE NA ROYAL BANK, AS TRUSTEE UNDER TRUST AGREEMENT DATED FEBRUARY 10. 1967, KNONN AS TRUST NO 35913 REOOROED AS DOCUMENT NO 154,788 AN BOOK 15Z PAGE J92 AS SAID NORTH LINE IS MOMUMENiED AND OCCUPIED NERONAF7ER REFERRED TO AS LINE 18'. FOR THE POINT OF BEGNNING THENCE EAST ALONG SAND LINE -a-, A DISTANCE OF J59880 FEET 70 THE CENTER LINE OF ROB ROY D17M THENCE SOUTHERLY ALONG THE CENTER LINE OF ROB ROY DITCH FORM/NC AN ANGLE OF 90 DEGREES 29 MINUTES 57 SECONDS 70 THE RIGHT WIN THE PROLONGATION OF THE LAST DESCRIBED COURSE A DISTANCE OF 20500 FEET 70 THE INTERSECTION MEIN A LINE 20500 FEET PO8'ENDIaXARLY DISTANT SOUTH OF AND PARALLEL WIN THE AFORESAID LINE 'a, INENCE HEST ALONG THE LAST DESCRIBED PARALLEL LINE A DISTANCE Or 3598.47 FEET TO THE NORTH AND SOUTH PREPARED ON SEPTEMBER 23, 2005 ONTO?LINE NE SAID SECTION 5,' THENCE NORTH ALONG SAID NORTH AND SOUTH CENIflR LINE MIDI FEET 70 THE POINT OF BEGINNING` PREPARED BY: AND ALSO EXCEPT THAT PMT OF THE NEST HALF OF SAID.ffCTION 4 LANG EAST OF THE NEST RIGHT OF WAY LINE OF ILLUNCIS ROUTE 47, IN KENDALL COUNTY, ILLINOIS AND ALSO EXCEPT THAT PMT LT7NG EAST Or 7HE NEST LINE OF THE EAST HALF OF SAND CRAIG L DUY SECTION 4 IN KENDALL COUNTY, N.WOIS ILLINOIS PROFESSIONAL LAND SURVEYOR No. 3359 (EXPIRES: 11/30/06) EXHIBIT A2 LEGAL DESCRIPTION PLAT OF ANNEXATION TO THE UNITED CITY OF YORKVILLE GALENA ROAD, WEST OF IL. FIT. 47, NOTE: EAST OF ELDAMAIN THE SAID REAL ESTATE BEING ALSO SHOWN BY THE PLAT OF w PrAw lw ANNEXATION HERETO ATTACHED AND MADE A PART HEREOF. i m mom nI 0.1 sns iiTip s I' a Llfl.MyL@ 2 OF 2 a 46 A EXHIBIT B-1 DEPICTION AND LEGAL DESCRIPTION OF R-3 AGE-RESTRICTED RESIDENTIAL PARCEL C1401/1 24393 29.4 SMITH ENGINEERING CONSULTANTS, INC. WII,11TIUCTIJUL CNDIN�B AND SURICYOM Th.bee bT1Ye PH ZONING EXHIBIT `x- .1WX0N,� PREPARED FOR: ..— -KA1 ...+o^IM...m"..HV.°°m a-vM1:Mmilump"..nv.=m DEL WEBB COMMUNITIES OF ILLINOIS, INC. PFM .e4O # IN-1 cavil.eue o50>,WNOtBV s 3PPOP88ADMAL DCCIOM flRY/ le/-OWI06 UNITED CITY OF YORKVILLE parrAE:6rawnp 220.5 POINT BOULEVARD, SUITE 200, ELGIN, ILLINOIS 60123 PROPOSED ZOrdING - R-3 P. U . D. HwFJDYe"° PROJECT CONTACT: ffidawpmw COMMONWEALTH EDISON COMMONV N. 02-015-200-0030F-WAY LQl.N4 MR. MATTHEW CUDNEY RIGHT-OF-WAY N87°56'31"E 3576.19'CALC P.I.N. 02-05-100-004 _ o AJ2FA PHONE: (847) 841-3583 00 FAx: (847) 783-0875 0 u,d d'„ u Ar t wr OWNER: K. SCHULTZ cT 9r2& =220- y� P.I.N. NG ZONING A-5 A (E%ISIING ?OWING A-1) � pt �Iry%1i%NCei M a/da bar2urc ,N O9 PARCEL l: � 5° sh•idon •��n M°eel t THAT PART OF ME TEST X OF SECTION 4, PART OF SECTION 5, PART OF THE S02'43'1 4"W NORTHEAST X OF SECTION/ 8 AND PART OF THE NORTHWEST X OF SECTION 9, ALL 300.01' " ]'•> ` .'w. IN TONTISHIP 37 NORTH, RANGE 7 EAST OF THE THIRD PRINlOPAL MERIDAN, OMER: DESCRIBED AS FOLLOWS.• BEGINNING AT THE POINT OF INTERSECTION OF THE CENTER DONALD SCHRAMMir " ,• I LINE OF GALENA ROAD AS NOW ESTABLISHED ACROSS SAID SECTION 5 KITH THE P.I.N. 02-04-100-003 RKVT�L NEST LINE OI' THE EAST)j OF SAID SECTION 5; THENCE NORTH 0 DEGREES D2 N89°00'53"E 15.64' (EXISTING ZONING A-1) § N."„•;^,•° o,Htv°yr MINUTES 49 SECONDS NEST ALONG SAID NEST LINE. 267313 FFFr TO A POINT y 'M^"•uef Ie1 ,,, ,,,AI 2327.34 FEET SOUTH Of THE NORTHEAST CORNER OF THE NORTHWEST X OF SAID SECTION 5; THENCE NORTH 89 DEGREES 36 MINUTES M SECONDS NEST 132310 FEET. THENCE NORTH 0 DEGREES 02 MINUTES JO SECONDS EAST 2325.56 FEET TO S00°09'46"E 170.64' ` THE NORTH LINE OF SAID SECTION 5; THENCE SOUTH 89 DEGREES 41 MINUTES 05 I - ' '" SECONDS EAST ALONG SAID NORTH LINE 1J19.49 FEET TO THE NORTHWEST CORNER ,,, •„; r3eI y - Or THE NORTHEAST X OF SAID SECTION A. THENCE SOUTH WJ DEGREES 02 MINUTES - N89°50'14"E 10.00' 49 SECONDS EAST ALONG THE NEST LINE OF SAID NORTHEAST X 1828.J6 FEET.' Aa+ro sale THENCE NORTH 69 DEGREES 08 MINUTES EAST 3596.80 FEET TO THE CENTER LINE OF R09 ROY DITCH; THENCE SOUTH 0 DEGREES 22 MINUTES 03 SECONDS FAST J ALONG SAID CENTER LINE 781.85 FEET,• THENCE SOUTH 2 DEGREES 43 MINUTES 14 SECONDS NEST ALONG SAID CENTER LINE 300.01 FEET.; THENCE SOUTH 89 DEGREES U o 40 MINUTES EAST 291.15 FEET,• THENCE SOUTH 0 DEGREES 56 MINUTES 40 SECONDS NEST 240.28 FEET,• THENCE NORM 89 DEGREES a MINUTES W SECONDS EAST 3: 5 Westerly Right of Way °o SOUTH O FEET TO 2FMINUTES£57 SECONDS SfAST OF ALONG SAIAID EAST LINE 9984 lJ`AFL�'� of IL.Rt.47 ° �'t.' ii f OWNER: LASALLE NATIONAL BANK O TRUST NUMBER 116833 FEET; THENCE SOUTH 89 DECREES 09 MINUTES 08 SECONDS NEST 1745.17 FEET !O E w P.I.N. 02-00-}00-001 THE' CENTER LINE OF SAID ROB ROY DITCH, THENCE SOUTH 3 DEGREES 28 MINUTES o G t:hO� (EXISTING ZONING A-1) 51 SECONDS NEST ALONG SAID CENTER LINE 137475 FfEfi THENCE SOUTH 30 O (�[�G �5 0 (PROPOSED ZONING B-0) DEGREES 24 MINUTES 07 SECONDS NEST ALONG SAID CENTER LINE 600.81 FEET TO Z THE CENTER LINE OF SAID GALENA ROAD; THENCE NORTH 72 DEGREES 44 MINUTES NEST ALONG SAID CENTER LINE, J318.05 FEET TO THE POINT Or BEGINNING 5 OWNER: LASALLE NATIONAL BANK r �' MUST NUMBER i16E33 589°50'14"W 10.00 EXCEPTING THEREFROM THAT PART OF THE NDRTHTESf X OF SG"CTIOV $, TOWIVSHIP Lo 37 NORTH, RANGE 7 EAST OF THE THIRD PRINCIPAL MERIDIAN LYING SOUTH OF A jo_ry m P.I.N. 02-O4-NG A-1t LINE EXTENDING EASTERLY FROM A POINT ON SAID TEST LINE OF THE NORTHWEST X N (pROpos60NZaNINGINR-s p�u.D.) 500°09'46"E 71.20' gfiC}iJ G�AI1•®GTI WHICH POINT IS 1876.07 FEET SOUTH Or THE NDRTHWESr CORNER OF SAND SECTION ooa a _ 567°5241"W 22.10' 5 TO A POINT ON INC NORTH AND SOUTH CENTER LINE OF SAID SECTION 5 LNI/C'H =Rz , -EWER J. C'.UfC.KEP, P.E.. GfrdER,9L L!auaGE.a Or L.".P.'D wL:LCI•®L!EP,'8 POINT is 1828.85 FEET SOUTH or SAID NORTH OUARTER CORNER, AcN N ° 156.53' (630) 553-7560 1 1. W al a u° - CRAIG L. DUY P.L.S. SENIOR SURVEYOR AND EXCEPT A STRIP T LAND SECTION FEET WIDE SH Ix THE NORTH X Or SECTION �e z m 677.79' 6JO 553-7560 5 AND Mf NORTHWEST RI OF SECTION 4 TOWNSHIP IB 37 NORM RANGE 7 EAST CI 1Y4 Y ( I THE THIRD PRINCIPAL MERIDIAN BOUNDED AND DESCRIBED AS FOLLOWS COMMENCING NG as W ff SO THE LONG THE' CORNER OF SOUTH NORTHEAST EN R L X Or SAID SECTION 5; THENCE SOUTH 85 F T NORM AND SOUTH CENTER LINE Or SAID SECTION 5, A DISTANCE Pr NATIONAL 85 FEET TO RU NORTH ER Or PROPERTY CONVEYED TO LASALLE N NA WNA( BANK, AS TRUSTEE UNDER TRUST AGREEMENT DATED 15 FEBRUARY 0 10. 1967, iO KNOWN AS TRUST N0.NORTH LINE RECORDED AS DOCUMENT N0. TED HE IN BOOK 752, h PAGE 392 AS SAID NORM LINE IT MOMINT OF AND OCCUPIED HEREINAFTER REFERRED !0 AS LINE B; FOR o F ET To OF CENTER THENCE EAST ALONG SAO POB PARCEL 1 N N LINE E T. A DISTANCE Or 3596.80 FEET IN ME CENTER LINE OF ROB ROY N AN,• 2 OMER: MIOGO THENCE SOUTHERLY ALONG THE CENTER LINE T ROB ROY DITCH FORMING AN ANGLE THE 90 DEGREES 29 CURS 57 SECONDS TO ME.00 F T T THE PROLONGATION CC17ON OF - NORTHGATE 02-04- 00- THE LAST LINE COURSE. A DISTANCE OF ISTAND SOU TO THE D PARALLEL OWNER: LASALLE NATIONAL BANK EXIS 02-DO-300-001 THE ALINE ID LINE FEET THENCE ALONG DISTANT ST DE Ri AND PARALLEL NE TRUST NUMBER 116033 (EXISTING ZONING 8-3) A STANCE O LINE $:• THENCE TEST NORTH Mf CAST DESCRIBED PARALLEL LINE P.I.N. NG ZONING A-T) p,/ E A DISTANCE T 3CE NGA FEET TO THE NORTH AND SOUTH CENTER LINE OF SAID (EXISTING 20NING A-T) ` SECTION 5; THENCE NORM ALONG SAID NORM AND SOUTH CENTER LINE 20502 (PROPOSED ?OWING 8-3) e FEE.* TO TH£.°O'Kr Or BEG.'xx'xc. II AND ALSO EXCEPT THAT PART OF ME NEST HALF OF SAID SECTION 4 LYING EAST V Or THE TEST RIGHT Or WAY LINE OF ILLINOIS ROUTE 47, IN KENDALL COUNTY, OMER: RICHARD e GRAPHIC SCALE ILLINOIS, HENRIETTA UNDESSER P n P.I.N. 02-05-000-004 z, 01 AND ALSO EXCEPT THAT PART LYING SAID SECTION 5. IN KENDALL COUNTY,*EST LINOIS. Mf NEST LINE OF ME EAST HALF OF (E%ISRNG ZONING R-2) G,q��, N72'4q VY N -500 a 350 -I 10I— $ 20I AND ALSO EXCEPT THAT PART OF THE SOUTHWEST X OF SAID SECTION 4 AND PART - V 4B5'Sp, 2 OF THE' SOUTHEAST X Or SAID SECTION 5, ALL IN TOWNSHIP J7 NORTH, RANGE 7 EAST OF THE THIRD PRINCIPAL MERIDAN, DESCRIBED AS FOLLOWS BEGINNING AT THE r,'•';tt(tf:((i;;;;pllu, ( IN FEET ) PONT D THE CENTERLINE OF ROB THE OVCK, MENCE GALENA ROAD 72 DEGREES J95MINU ESTABLISHED oven-OCEANTALANTICLLAGE 1�, .(y-y L("t `F4 r`!�h' I inch = 500 ft- EX H 1 B I T B- 1 48 SECONDS TEST ALONG SAID CENTERLINE OF GALENA ROAD, 852.59 FEET.• THENCE, PJA 02-05-400-005 k'•'`.••""'••. „• /rF NORTH 21 DEGREES 40 MINUTES 49 SECONDS EAST, 691.91 FEET; THENCE NORM 16 NOTES: (EXISTING ZONING R-2 a B-3) PREPARED ON SEPTEMBER 22, 0 : DEGREES TO MINUTES 26 SECONDS EAST, 92885 FEET.• THENCE SOUTH 85 DEGREES This map was created for use in a annexation exhibit. This map is not - !`i >:ifi_,Till-y°'•• ZONING E X H[B I T 17 MINUTES 15 SECONDS EAST, 677.79 FEET TO THE CENTERLINE Or SAID ROB ROY PREPARE Y: - - lo be used far any construction or staking purposes without consent Irani [J' z = DIIGH,• THENCE SOUTH OS DEGREES 28 MINUTES 57 SECONDS NEST ALONG SAID / r� e = !�7^Jv,C,uv'.'1 '�%E TO THE UNITED CITY OF YORKVILIE CENTERLINE Or ROB ROY DITCH, 1217,09; THENCE SOUTH JN DEGREES 24 MINUTES ° PraPe+ o9ent of Smith Engineering Consullonts, Inc. 07 SECONDS TEST ALONG SAID CENTERLINE Or Rog ROY DITCH, 600.87 FEET TO THE This IS NOT a Plel DI Survev. No assumptions or agreements 08 to = L:•c GALENA ROAD, WEST OF [L. RT. 47 POINT Or BEGINNING - ownership, use, or possession can be conveyed Tram this document. EAST OF ELDAM AIN • No undergeound improvements hove been located unless shovm and noted. CRAIG L DUY ° • No distance should be assumed by scaling, J r ILLINOIS PROFESSIONAL LAN SCift�YOR-`- wTe PTOtT.TTa • This mop is v0itl without original embossed or red cdoretl seal and -�i��, f,r+'R •••••'-. '.•`C I. AIL 9'"111% p50#Am signature affixed• No. 3359 (EXPIRES: 11/30/06) t `w.` ..• t DE1lOtr7 sk 117¢tIGYh lFET 114 a Om®o1: tk7f6 R'AIE 1 OF 4 CUP MIA EXHIBIT B-2(1) DEPICTION AND LEGAL DESCRIPTION OF SOUTHERLY PORTION OF R-2 CONVENTIONAL RESIDENTIAL PARCEL CHOI/12439329.4 SMITH ENGINEERING CONSULTANTS, INC. PREPARED FOR: CIaIL/e11e1LT,,AL 10 Tw T AND wevsross ZONING EXHIBIT" ,,A 410 DEL WEBB COMMUNITIES OF ILLINOIS, INC. Ya�1MAIN,YOV� m:®-w-+xo ra: INN, Me wtanlY:mlNMµmm 6-YYL,M,m1Y:.�:•a1N.m= •Ytl1Y1F1' •NUmdY .YOM\lYa 2205 POINT BOULEVARD, SUITE 200, UNITED CITY OF YORKVILLE IwIKAs Ppornsa n Bn0B now IT sN-00Dloe CpYY.£pE; 0.SOa11-Imn9-0-at-4SOq ELGIN, ILLINOIS PROPOSED ZONING - R-2 PROJECT CONTACT:ACT: MR. MATTHEW CUDNEY OWNER: BAILEY MEADOWS LOC.ATIICW M4P AST PHONE: (847) 841-3$83 P.I.N. 02-05-200-005 AMA FAX- (847) 783-0875 (EXISTING ZONING A-I) • awxu a COMMONIMEALTHI EOISOx M9I se T .a?�• e \ RIGHT-OF-IGHT-Oi-WAY ueaP P.I.N. 02-05-ROD-001 t COMMONWEALTH EDISON RIGHT-DF-WAY ! P.I.N. 02-05-200-003 Akr;•nJ OWNER: K. 100-00 OWNER: K.-CHUCK A5 P,LN. 02-OS-100-003 7(EXt. NG ZONING ° •5 Tiurf NO. .++.•d f/6 rd 111 (EX15nNG ZONING A-1) :(EXITING ZONING A-1)1323.10' SB9°73'11'W OWNER: K. SCHULTZ I ' 9/zRC .qyr ao P.I.N. 02-06-200-003 2651.03' (EXISTING ZONING A-1) au rA a[ L3L I RKVILL4f any uwme. Q° • PARCEL 2' m 3 - /4? wnee Iasi r� 0 R•I•\ (nr sy / THAT PARE E THE BEST HALF A SECTION 5.COMMENCING J7 T EI, RANGE 7, EASE R THE EDRD N OWNER: ST NU NAnoxAL BANK r a ox PRINGIPAL MERIDIAN OF SAID AS FO.LOBS COMMENRIN AT AL SOUTHEAST CORNER OF ID rsusr 2-04- 0-001 �„IE ,y,• P.I.N. az-04-IGO-aol SOUTHNESf OUARIER D`SAID SfCnOV 3: THENCE NORTHERLY ALONG THE EAST LINE OF SAID 5E,,st e of the West 1 (EXISTING ZONING A-1)SOUTHVIESr WARIER, 64293 FEET 70 A POINT BIRCH IS 162.00 FEET SOUTHERLY LIE ME 5-37-7 (PROPOSED ZONING B-3) Aor p�yT ORIGINAL CENTER LINE OF GALENA ROAD.• THENCE BESTERLY ALONG A LINE WWC'H FORMS AN ANGLE OF 102 DEGREES 56 MINUTES 02 SECONDS WIN THE LAST DESCRIBED COURSE MEASURED West Line of the NW 1/4 C LOCKIBSE THEREFROM, JOGOO FEET TO A POINT BHICH IS 169.50 FEET, AS MEASURED PARALLEL 5-37-7 WH SAID EAST LINE. SOUTHERLY LK SAID ORIGINAL CENTER LINE; THENCE NORTHERLY PARALLEL WIN SAID EAST LINE 169.50 FEET TO SAID ORIGINAL CENTERLINE FOR THE POINT IR BEOINNINC• THENCE NORTHERLY PARALLEL IWTH 5410 EAST LINE. 14.66 FEET TO THE PRESENT CENTER LINE OF Q,�� Ate, GALENA ROAD AS DEPICTED ON A PLAT RECORDED ALINE S 1964 AS DOCUMENT NUMBER 14519.•• ry O X55 THENCE N£SIERLY ALONG SAID PRESENT CENTER LINE. 1.675.69 FEET TO A POINT Or CURVATURE. �� 1 v -OFL t' PETER J NUINKER P.E.. GENERAL MANAGER OF LAND DEVELOPMENT THENCE BESTERLY ALONG SAID PRESENT CENTER LINE. BEING ALONG A TANGENTIAL CURVE TO THE a 8% RIGHT NAMING A RADIUS OF 42.975.00 FEET, 9.U?9 FEET,• THENCE BESIERLY ALONG SAID 'vk, i West Line of the SW 1/4 Gi V OLEE (6!0) SST-7560 PRESENT CENTER LINE, 64.12 FEET TO THE BEST LINE OF SAID SOUTHNEST WARIER THENCE �^�/ 5-37-7 Q V �5 tf` CRAIG L. OUY P.L.S., SENIOR SURVEYOR NORTHERLY ALONG SAID BEST LINE. 957.16 FEET TO THE NORTHNEST CORNER OF SAID SOUTHNEST j/ e. �j PC�PGft b (6J0) 50-7560 QUARTER THENCE NORTHERLY ALONG THE BEST LINE OF THE NORTHBEST DUARIER OF SAID ¢ o^' C SECTION 5 920.68 FEET TO A POINT WHICH IS 2J16.00 FEET SOUTHERLY OF THE NDRTHNEST AF ?'� ZZ OMER: MPUNO• LLC h fj• P.I.N. 02-05-400-003 CO CORNER OF SAID NORTHNFST OUARTER; THENCE EASTERLY. 2651.05 FEET TO A POINT ON THE ° a �' �3 (EIOSMNG ZONING A-1) EO CAST LINE OF SAID HEST HALF WCH IS 2J26.70 FEET SOUTHERLY OF THE NORTHEAST CORNER rp (PROPOSED ZONING R-2) N OF SAID NORTNNEST OUARTER,• THENCE SOUTHERLY ALONG THE EAST LINE OF SAID BEST NALF, 2.696.95 FEET TO SAID ORIGINAL CENTER LINE; THENCE BESIERLY ALONG SAID ORIGINAL CENTER 64.12' LINE. 101.94 FEET TO THE POINT OF BEGINNING; IN BRISTOL TOWSNIP. KENDALL COI ILLINOIS R=42,975.00' L=933.19' OWNER: MIND NORTHGATE LLC Q�'n P.I.N. 02-04-WO-003_W POB PARCEL 2 (EnSTING ZONING B-3) �,� 1j7763 GINNER: SECOR,JAMES S k PAMELA A P.I.N. 02-05-300-005 (EIOSTING ZONING A-1) OWNER; AURORA BLCKTOP• INC. GRAPHIC SCALE P.I.N. 02-05-300-006 (EKISTNG ZONING A-1) -500 0 250 500 1000 20011 P\\�\l\\:1111111111ifI)l//t/II/H'!• LFE((. J, iq�,� ( IN FEET T' DUY ! L PREPARED ON SEPTEMBER 22. 2005 3'L ' Y .s N I inch 500 t. CFSAG . `.Gas PREPARED/QY: =o' 0350030-9 EXHIBIT B-2 ( 1) N 9K c NOTES: IWNQIS .= ZONING EXHIBIT This mop was created for use in o annexation exhibit. This mop is not CRAIG VDUY !j•' •.• ``� TO THE UNITED CITY OF YORKVI LIE ILLINOIS PROFESSIONAL LAND SU YOR iii�j'"'•••••" C• Tlir E to be used lot any-111t Construction ga or staking purposes without consent from No. 3359 (EXPIRES: 11/30/06) (ilipl�CF 11---�\';5�� GALENA ROAD, WEST OF IL. RT. 47 a proper agent of Sr11gh Erl Ineer6l ConwllOnla. i.e. HA/IDIIIIIIiRftl6 • EAST OF ELDA MAIN • This IS NOT a Plet of •r v No assumptions at agreements as to ownership• use, or possession can be Conveyed from this document. No underground rld be sum hove been totaled unless shorn and noted. Ie:LO DRAM Ise psTQ PNaFiT In • No distoncs'ahould be assumed by xWinq. L A4 D I psoTSOI a Bn III fiAlE BFl.T RILL • This is void without original embossed M red calmed seal and 3 T.• . . signature ra o lfixad. 5 A am®TIN 11QL!N! J DF 1 a ap x/A EXHIBIT B-2(2) DEPICTION AND LEGAL DESCRIPTION OF NORTHERLY PORTION OF R-2 CONVENTIONAL RESIDENTIAL PARCEL CHOI/12439329.4 SMITH ENGINEERING CONSULTANTS, INC. PARCEL 3.• ar1�a11 Te1N Maxale emeoµo THAT PART OF THE NORTHWEST 114 OF SECTION 5 AND ZONING EXHIBIT ,w Nxx xx:m-m-+xa vu:m-en-w,e ....anlNmPnmlo(.mm 6-YYl a�en1lA,MnMNmm NORTHEAST 114 OF S£C77ON 6, TOWNSHIP 37 NORIFL RANGE I111N0e1 e,nm u MMN Film 4 84-aaGlas 7 EAST OF THE THIRD PRINCIPAL MERIDIAN, DESCRIBED AS UNITED CITY OF YO R K V I L L E [WV,nD:, =142-Zmnp-D-22-M3 FOLLHS• BEGINNING AT THE NORTHWEST CORNER FE SEC LION PROPOSED ZONING - R-2 PIDr lxcsrANDARO 5; THENCE EAST ALONG THE SECTION LINE 1331.4 FEET,• NE CORNER OF TH "`"."-2 THENCE SOUTHERLY ALONG A LINE FORMING AN ANGLE OF 90 POB PARCEL 3(2) NW QUARTER 5-37-7 DEGREES 7 MINUTES MEASURED FROM WEST TO SOUTH FROM NW CORNER 5-37-7 THE SECTION LINE, 2321.5 FEET,• THENCE WESTERLY ALONG A LOGATK.1N MART LINE FORMING AN ANGLE OF 89 DEGREES 33 MINUTES, Bi45ELfe ROAD AIWA MEASURED FROM NORTH TO WEST FROM THE LAST DESCRIBED -- COURSE, • THENCE SOUTHERLY ALONG 5 1328.7 FEET TO THE - 1319.49' N69°41'06"E '0 WEST LINE OF SECTION THE SECTION LINE, FORMING AN 1117.22' 1331.4' N `emu°' "4T °m• , ANGLE OF 89 DEGREES 27 MINUTES, MEASURED FROM EAST TO - SOUTH FROM THE LAST DESCRIBED COURSE, 146.4 FEET. North Line of the NW 114 • � ,,,�, THENCE WESTERLY ALONG A LINE FORMING AN ANGLE OF 89 North Line of the NE 1/4 5-37-7 DEGREES 58 MINUTES. MEASURED FROM NORTH TO WEST FROM 6-37-7 s•m Ti°+"i✓. ..a.•A ^ai^Ie S/advn fluII Ahmrv�n THE SECTION LINE. 1553 FEET; THENCE NORTHERLY ALONG A uvz LINE FORMING AN ANGLE OF 89 DEGREES 33 MINUIES MEASURED FROM EAST TO NORTH FROM THE LAST DESCRIBED W E II M 711, COURSE 246L1 FEET TO THE NORTH LINE OF SECTION 6; THENCE EASTERLY ALONG SAID NORTH LINE 1534 FEET TO THE m • RKI ILL' OWNER: LASALLE NADDNAL BANK POINT OF BEGINNING, EXCEPTING THEREFROM INAT PART OF TRUST NUMBER 116833 v "'""'°��Q' f•.,e ,fs, THE NORTHEAST 114 OF SECTION 6, TOWNSHIP 37 NORTH. P.I.N. 02-05-100-ODI N RANGE 7 EAST OF THE THIRD PRINCIPAL MERIDIAN, LYING (EXISTING ZONING A-1) (PROPOSED ZONING R-2) o y p p (nfTSJI 1614 SOUTH AND WEST OF THE FOLLOWING DESCRIBED LINE•• � 3 BEGINNING AT A POINT 1876.07 FEET SOUTH OF THE y o OWNER: LASALLE NANONAL BANK NORTHEAST CORNER OF SAID SECTION 6, SAID POINT BEING m 0""EMUST NUMBER NATIONAL 1 33 BANK � �E5 M'' N P,IUN.T02U05-400-001 ON THE NORTH LINE OF THE LAND CONVEYED TO P.LN, 02-06-200-002 '� oF` IN ° (EXISTING ZONING A-1) m COMMONWEALTH EDISON COMPANY BY DOCUMENT NO. 73-2841 Ori (PROPOSED ZONING A-1) OFtE N o (PROPOSED ZONING R-2) •°r ru Sine m (PROPOSED ZONING R-2) ,rj Z OWNER: BNLEY MEADOWS (TRACT 1); THENCE WEST ALONG SAID NORTH LINE 1133.17 ,. RG E5 ro P.I.N. 02-05-200-005 FEET TO A POINT OF w7ERSECT70N MTN A LINE 415.0 FEET s p P• Q p ow (EXISTING ZONING A-1) PERPENDICULARLY DISTANT EAST OF AND PARALLEL WTH THE o c 3 N EAST LINE OF THE LAND CONVEYED TO EARL P. AND EMMA V. 9LIC CpMTdCT� KONICEK BY DEED RECORDED AS DOCUMENT NO. 136414 IN 58 lTa BOOK 126, PAGE 41; THENCE NORTH ON SAID PARALLEL LINE. PETER d NUINKfR P.E., GENERAL MANAGER OF LAND DEVELOPMENT ALSO BEING THE EAST LINE OF THE LAND CONVEYED TO SAID ag (630) 553-7560 COMMONWEAL 7H EDISON COMPANY BY DOCUMENT NO. 73-2841 I _ (TRACT 1), 1897.19 FEET TO THE NORTH LINE OF SAID E° CRAIG L. OUY P.L.S. SENIOR SURVEYOR SECTION 5 AND THE POINT OF TERM/NATION; AND ALSO i? (630) SM-7560 EXCEPT THAT PART OF 77-iE NORTHWEST 114 OF SECTION 5, W` 1322.46'CA TOWNSHIP 37 NORTH, RANGE 7 EAST OF THE THIRD PRINCIPAL 2 1133.17' 1328.18'CALL COMMONwEALTN EDISON RIGHT-OF-WAY COMMONWEALTH EDISON NCNT-OF-WAY MERIDIAN LYING SOUTHERLY OF A LINE EXTENDED EASTERLY $ P.I.N. 02-05-100-004 COMMONWEALTH EDISON RIGHT-OF-WAY P.I.N. 02-OS-200-03 FROM A POINT iT THE WEST LINE OF SAID NORTHWEST 114 COMMONWEALTH EDISON RIGHI-OF-WAY P.I.N. 02-a5-IM-002 � P.I.N. o2-os-20o-001 � � PREPARED FOR: OF SECRON 5 CORNER POINT I$ 1876.07 FEET SOUTH OF THE - DEL WEBB COMMUNITIES OF ILLINOIS INC. NORTHWEST CORNER Of SAID SECTION 5 TO A POINT ON THE OWNER: K. SCHULTZ f NORTH AND SOUTH CENTER LINE OF SECTION 5, WITCH POINT P.I.N. 02-OS-10D.Op5 22®5 P®TNT BDULEVARD SUITE 200 OMER,/5 1818.85 FffT SOUTH OF THE NORTH OUARTER CORNER OF OWNER: K. SCHULTZ PAN. 02-0551p0-003 (EJ(ISIING 20NING A-1) f f SAID SECTION 5, ALL /N THE TOWNSHIP OF BRISTOL, KENDALL P.I.N.NG ZONNGO�) (EXISTING ZONING ` 1323.10' sae°13'11'w w ELGIN, ILLINOIS 60'123 COUNTY, ILLINOIS. v PROJECT CONTACT: ALSO THAT PART OF THE *ESE X OF SECTIOU 4, PART OF SECTION 5, PAR!OF ME NORTHEAST X OF SECTION 8 AND PART OF THE NORTHWEST X OF SECTION OWNER: MPLINO, LLC o MR. MATTHEW CUDNEY 9, ALL IN 10*NSH/P J7 NORTH. RANGE 7 EASE d' THE THIRD PRINCIPAL MERIDIAN, DESCRIBED AS FOLLOWS: BEGINNING AT ME POINT OF INTERSECTION O' ME P.I.N. 02-05-3D0-003 °o PI-IONIE; ($LI:7) $4'I-35$3 CENTER LINE OF GALENA ROAD AS NOW ESTABLISHED ACROSS SAID SECTION 5 INM THE HEST LINE OF THE EAST X OF SAID SECTION 5; THENCE NORTH 0 (EXISTING ZONING A-1) N DEGREES 02 MINUTES 49 SECONDS WEST ALONG SAID WEST LINE , 267-.13 FEET TO A PANT 2327.34 FEET SOUTH OF ME NORTHEAST CORNER OF THE (PROPOSED ZONING R-2) a1 FAx: (847) 783-0875 NORMWEST X OF SAID SECTION 5; THENCE NORTH 89 DEGREES 56 MINUTES JO SECONDS WEST 132J.10 FEET,• THENCE NORTH 0 DEGREES 02 MINUTES JO SECONDS EAST 2J2556 FEET TO THE NORTH LINE OF SAID SECTION A; THENCE SOUTH 89 DEGREES 41 MINUTES 06 SECONDS EAST ALONG SAID NORTH LINE r OYMER: LASALLE NATIONAL BANK 131149 FEET 70 INC NORTHWEST CORNER OF ME NORTHEAST X O'SAID SUCTION 5; THENCE SOUTH 00 DEGREES 02 M/NUIE'S 49 SECONDS EASE ALONG THE POS PARCEL 3(1) N TRUST NUMBER 116633 WEST LINE OF SAID NORTHEAST X t82836 FEET THENCE NORM 89 DEGREES 08 MINUTES EAST J596.80 FEET 70 THE CENTER LINE OF ROB ROY DIKED• THENCE CENTERLINE GALEN'0tI I�,OAD P.I.N. 02-04-400-001 SOUTH O DEGREES 22 MINUTES 03 SECONDS EAST ALONG SAID CENTER LINE 78LW FEET,; THENCE SOUTH 2 DEGREES 43 MINUTES 14 SECONDS WEST ALONG S41D AND EAST LINE,,,, 1:NUVt571tH6i2,F•.� - (EXISTING ZONING A-1) /N (PROPOSED ZONING R-3 P.U.OJ CENTER LINE-0001 FEET. THENCE SOUTH 89 DECREES 40 MINUTES EASE 291.15 FEET; THENCE SOUTH 0 DEGREES 56 MINUTES 40 SECONDS REST 240.28 FEET,• \ THENCE NORTH 89 DEGREES 14 M/NUIES Of SECONDS EAST 1428.51 FEET TO THE EAST LINE OF ME WEST X OF SAID SECTION 4; THENCE SOUTH 0 DEGREES 02 SECTdb 1a1r;r4•,„ .� ,I y� MINUTES 57 SECONDS EAST ALONG SAID EAST LINE 991.84 FEET, THENCE'SOUTH 89 DECREES 09 MINUTES 08 SECONDS HEST 174517 FEET TO ME CENTER LINE �� \ '••.O(,.% `f CF SAID ROB ROY DITCH, THENCE SOUTH 3 DEGREES 28 MINUTES 51 SECONDS WEST ALONG SAID CENTER LINE 137175 FEET, THENCE SOUTH 30 DEGREES 24 PREPARED ON SEPTEMBER 22, 2-,bf�5.� MINUTES 07 SECONDS WEST ALONG SAID CENTER LINE 600.81 FEET TO ME CENIER LINE OF SAID GALENA ROAD; MENCE NORTH 72 DEGREES 44 MINUTES WEST =LLi: CRAIG L.DUY '�G ALONG SAID CENTER LINE, -31805 FEET TO ME POINT OF BEGINNING PREPARE • Y: _ � oa7-eo33as %= GRAPHIC SCALE EXCEPTING MEREFROu THAT PART O' THE NORTHHEST X OF SECTION 5, ADIMSHIP 37 NORTH. RANGE 7 EAST OF- ME THIRD PRINCIPAL MERIDIAN LYING SOUTH ,1 = '� ADD 0 250 500 Iwo 2000 O' A LINE EXTENDING EASIERLY FROM A POINT ON SAID *EST LINE OF THE NORTHWEST X 11HICH POINT 1S 1876.07 FEET SOUTH OF ME NORTHWEST CORNER OF o-.'. NF1NAryI� SAID SECTION 5 TO A POINT ON ME NORTH AND SOUTH CENTER LINE OF SAID SECTION 5 WMCH POINT IS 1828.85 FEET SOUTH OF SAID NORM OUARTER CORNER, R. .x iLLINOII t�C13 AND EAST or STRIP OF PRINCIPAL M£R D1aN SOUNDED AND DESCRIBED AS SECTION 5 AND THE A! Mf NORSTHWEST CORNER OF M£NORTHEAST O`• SAID 7 CRAIG L. DUY �'o,�. r �F'`E-.�C`,�``� IN FEET ) ` SECTIQN $• THENCE SOUTH ALONG THE NORM AND SOUTH CENTER LINE OF SAID SECTION S A O151aNCE OF 181885 fEEi TO ME NORM LINE OF PROWERTY ILLINOIS PROFESSIONAL L D SURVEr'K'Q pnurlrn(111`\le T inch = 5D0 ft. EXHIBIT B-2 (2) CONVEYED TO ME LASALLE NATIONAL BANK, AS TRUSTEE UNDER TRUST AGREEMENT DATED FEBRUARY 10, 1967, KNOWN AS )RUST No 359/-RECORDED AS 3359 DOCUMENT NO. 154.168 IN BOOK 152 PAGE J92 AS SAID NORTH LINE IS MOMUMENICD AND OCCUPIED HEREINAFTER REFERRED TO AS LINE '8-. FOR M No. EXPIRES: 11/30/06) E POINT OF (EXPIRES: XX BEONNINfK THENCE EAST ALONG SAID LINE 9: A DISTANCE OF 3596.80 FEET TO THE CENTER LINE LF ROB ROY DITCH; THENCE SOUTHERLY ALONG THE CENTER LINE OF ROB ROY DITCH FORMING AN ANGLE OF 90 DEGREES 29 MINUTES 57 SECONDS TO THE RIGHT THIN ME PROLONGATION OF THE LAST DESCRIBED COURSE ZONING EXHIBIT A DISTANCE OF 205.00 FEET TO ME INTERSECTION WITH A LINE 205.00 FEET PERPENDICULARLY DISTANT SOUTH OF AND PARALLEL WIN THE AFORESAID LINE 9;• NOTES' TO THE UNITED CITY OF YORKVI LIE THENCE *EST ALONG THE LAST DESCRIBED PARALLEL LINE A DISTANCE OF 359847 FfET TO THE NORTH AND SOUTH CENTER LINE Or SAID SECTION 5; THENCE • This map was created la use in a annexation exhibit, This map is not NORTH ALONG SAID NORTH AND SOUTH CENTER LINE 205.02 FEET TO THE POINT OF SEGINNING, to be used far any construction or stoking purposes without CCWH l from - GALENA ROAD, WEST OF IL. RT. 47 a proper ogent of Smith Engineering Consultants. Inc. EAST OF ELDAMAIN • This IS NOT a Plal e1 SUEiI No assumptions or agreemMts as to -AND ALSO EXCEPT THAT PART OF THE WEST HALF OF SAID SECTION 4 LYING EAST OF THE WEST RIGHT OF WAY LINE OF ILLINOIS ROUTE 47, IN KENDALL COUNTY, ownershgX, use. a possession can be Conveyed from this document. RYOH aMM 87, WiB fAIaEA III• ILLINOIS • No underground improvements hove been located unless shown and noted, r. AL 9121 030N2.01 • No distance should be assumed by scaling. r. OFJN®�I2 x01¢elJIIC /fET 116 AND ALSO EXCEPT MAT PART LYING EAST OF THE HEST LINE or THE EAST HALF OF SAID SECTION 5, IN XENOALL COUNTY. ILLINOIS This mop is wi0 wilhpyl original embossed a red edged seal and 3 T• ' 500' signature affixed, a C•n®WW tFAT.WGtE 4 OF 4 S EXHIBIT C DEPICTION AND LEGAL DESCRIPTION OF B-3 COMMERCIAL PARCEL CHOI/12439329.4 SMITH ENGINEERING CONSULTANTS, INC. MIL/StRULRVRAL MINIMUM!;AND 6uRnnom ZONING EXHIBIT M:®CPXNIIY.IWY41C sa'<0 •••anlN,�nmtry.mp C-YYL.xaonlNmnnm,iry.mm Ye)I[NRf •MUXIILY .YOAMiNE UNITED CITY OF YO R KV I L L E ILUN018 PROPBffiI M Miss" new a IN-OOoloo CWP.RLd 050742-Zmng-9-22-aid•, PROPOSED ZONING - B-3 Mr.B-3 0wr LQ^A7X31V INAP T AY4gA 0 Westerly Right of Way c - t r of IL.Rt.47 N '°.'° o.a'� ^'x4T w vCarol' ;• 2wrunAl 111ra m >3 I{Brbcct T f. H 2d OWNER: LASALLE NATIONAL BANK dd bSvh�jo� 7jrLe$' "d''dN TRUST NUMBER 116833 ` 13GX P.I.N. 02-04-300-001 / s` si,bA sse-cif m° 589'50'14"W 10.00 (EXISTING ZONING A-1) \N l�G■ E Y 2111 (PROPOSED ZONING B-3) !®` 500°09'46"E 71.20 • 4 <v. RKVILL e�x I PARCEL a: S87°52'41 W 22.10' THAT PART OF THE SOUiNifEST f( OF SAID SECTION 4 AND PART OF THE 156.53' T OWNER: LASALLE NATIONAL BANK THE THIRD RI OF SAID SECTION 5, ALL E ASTON/P 37 NpPM, RANGE 7 EAST OF TRUST NUMBER 116853 ° 1. THE THIRD PRINICIPAL NERIDAN, DESCRIBED AS FOLLOWS• BEGINNING AT THE POINT P.I.N. 02-04-400-ODI 677 79' OF INTERSECTION OF THE CENTER LINE OF GALENA ROAD AS NOW ESTABLISHEO AND (EXISTING ZONING A-1) I THE ZENIERUNE OF ROB ROY DITCH; THENCE NORTH 72 DEGREES J9 MINUTES aB (PROPOSED ZONING R-3 P.U.O.) S - ' R `� me. iw dAe �1 sre NORTH 2 REST ALONG SAID TEk1EP.GKE OF GALENA P.OAD, 852.59 FEET THENCE NORTH 21 0 DEGREES 40 MINUTES 49 AST. 2 £AST, T; THENCE F£EF, UN 8 NORTH S DEGREES S 5 SECONDS S 26 SECONDS EAST, 928.85 FEET: )HENCE SW1N 85 DEGREES Nor,o sr�E ro 17 MINUTES G OUTH 0 EAST, ES 79 FEET f0 THE SECONDS pNE T SAID SAID ROY = DITCH,• IHENCE SOB R 03 OEGRE£5 28 MINUTES 57 SOUTH OS NEST ALONG SAID N fn 07 SECOND R R0$ROY 0/TCH, 1217.09• THENCE SOUTH DI DEGREES 21 MINUTES ro 07 SECONDS NEST ALONG SAID CENTERLINE OF ROB ROY DITCH, 600.81 FEET TO THE ° N POINT OF BEGINNING. � °J z a'~YFTG,f g.1hoYm =ff-ACTr o - OMER: LASALLE NATIONAL BANK 1- u1 MUST NUMBER 116833 m PETER J. HUINKER P.E., GENERAL MANAGER OF LAND DEVELOPMENT P.I.N. 02-04-40D-ODt N N (6J0) 553-7560 (EXISTING ZONING A-1) fD (PROPOSED ZONING 0-3) N CRAIG L. DUY P.L.S. SENIOR SURLEYO? (630) 55J-7560 �0vs5 - OP- OWNER: MIDGO d. G NORTNGATE L.L.C. o °j G��,oF"' P-I.N. 02-04-30D-OD3 F�p PREPARED FOR: 2N PR GRAS (Exlsnuc zoulNC B-3) DEL WEBB COMMUNITIES OF ILLINOIS, INC. 6R o 220S POINT BOULEVARD, SUIY€: 200, 32 �° ELGIN, ILLINOIS 60123 PROJECT CONTACT: ya MR. MATTHEW CUDNEY 852.sg• PHONE: (847) 841-3583 O OCEAN ALANi1C�`GE FAX: (847) 783-0875 PJ.N. 02-05-400-005 (EXISTING ZONING R-2 a 8-3) POE PARCEL GRAPHIC SCALE PREPARED ON SEPTEMBER 23, 2005 . r%f -500 ° 250 500 low 2000 PREPARE D'BY- IN FEET ) 1 inch = 500 ft. EXHIBIT C- 1 CRAIG L. DUY ( / -;am NOTES'. NOTES: ILLINOIS PROFESSIONAL LAN SURVE*b - • This map was created far use in o annexation exhibit. This map is not •%;;�„•C(?r i t 'u '' ZONING EX H 1 B I T to be used for an construction or stoking NO. 3359 (EXPIRES: 11/30/06) ;y y g purposes without consent from yilrL".ill p i:;`.: TO THE UNITED CITY OF YORKVI LLE GALENA ROAD, WEST OF IL. RT. 4 a proper oghml of Smith Engineering Consultonls, Inc. 7 is is NOT a r possession Surr4 c b assumptions m this docum as to EAST OF ELDAMAIN ownership, use, or possession con be conveyed from this document. • No underground improvements hove been located unless shown and noted. 2TO� ARAM 9e MIT: PRD,ELT 116 • No distance should be assumed by scaling. 1. .AK R/rI 030242.02 x R@tPE9 Bl: !I(�eG1lE frfEf IR • is map is vaitl without priginol embossed a red caored seal and u I•• �• signature affixed. a CEO) s Bn 1RL rJIIE I OF I s d0 Np EXHIBIT D CONCEPT PLAN FOR SUBJECT PROPERTY CHOI/12439329.4 --.rl 1,13 Im AIN MR rep Me iy. f y mm 7 7, -- 4ifn-, tz EXHIBIT E PRELIMINARY PUD PLAN FOR AGE-RESTRICTED RESIDENTIAL PARCEL CHOU 12439329.4 Eli _ _"g X41 Ao ME ISO I D ti �g1 1W eia u� �9 �5• it 51 .. S. 5 �r+�._Y-" S 'F°9=✓'D'"` .: lit Jam.! jam=, f E® ®sd .ai -rte s�PP " @II ®V l T • ► z -J I I � I / iil S _ � t� ¢ail �;✓ im I IV A Ana X WS 40, AMA- 1f y A �� I i oE. � r �� • a EXHIBIT F LIST OF VARIATIONS FOR AGE-RESTRICTED RESIDENTIAL PARCEL (For PUD Plan in Exhibit E) City Ordinance NH 2,4, 5, and 9 NH 1, 3, 8 and 10 R-3 Single Family Detached R-3 PUD R-3 PUD Premier Lots Classic Lots Lot Width 70' 65' 50' Lot Depth n/a 110' 110' Lot Size 9000 sf 7150 sf 5500 sf Front Setback 30' 20' 20' Side Setback 10' 5' 5' Side-Corner Setback 20' 20' 20' Rear Setback 30' 20' 20' Right of Way Width 66' 60' 60' Sidewalk Width 5' 4' 4' Centerline Radius 100' 45' (Eyebrow 45' (Eyebrow Intersections Only) Intersections only) City Ordinance NH 6 and 7 R-3 Single Family Attached R-3 PUD Duplex Lot Width 90' 39' or 78' combined Lot Depth n/a 111' Lot Size 9000 sf 4329 sf or 8658 sf combined Front Setback 30' 20' Side Setback 10' 5' Side-Comer Setback 20' 10' Rear Setback 30' 20' Right of Way Width 66' 46' Curb and Gutter Type B 6.12 M 3.12 Sidewalk Width 5' 4' Centerline Radius 100' 45' (Eyebrow Intersections Only) CHOI/12439329.4 EXHIBIT G LIST OF CURRENT CITY BUILDING CODES 2000 International Building Code (Ord. 2003-01) with three amendments: (i) Stair height and risers (Ord. 2003-08) (ii) Energy Code (Ord. 2003-05) (iii) Sprinklers on two or more attached residential units (Ord. 2003-008) CHOI/12439329.4 EXHIBIT H-1 FEE SCHEDULE FOR AGE-RESTRICTED RESIDENTIAL PARCEL CHOI/12439329.4 Age Restricted Residential Parcel FEES PER UNIT A paid receipt from the School District Office,602-A Center Parkway Yorkville,must be presented to the City prior to issuance of permit see note"d"below $0 Separate Yorkville-Bristol Sanitary District fee-made payable to Y.B.S.D. $1,400 United City of Yorkville Fees 1. Building Permit Cost$650 plus$0.20 per square fool $650+$0.20(SF) 2. Water Connection Fees SF and DU $2,660 2+Bed At $2,280 3. Water Meter Cost Detached Units $250 Attached Units $325 4. City Sewer Connection Fees $2,000 5. Water and Sewer Inspection Fee $25 6. Public Walks/Driveway Inspection Fee $35 7. Development Fees Public Works see note"c"below $300 Police $300 Building $150 Library $500 Parks&Recreation $50 Engineering $100 Bristol-Kendall Fire $1,000 Development Fees Total $2,400 Age see note Restricted Age Restricted 8.Land Cash Fees "a"below Apartment Townhome Duplex Single Family Park N/A N/A $1,440 $1,440 School N/A N/A N/A N/A Land-Cash Fees Total $0.00 $0.00 $1,440.00 $1,440.00 9. Road Contribution $2,000 10.County Road Fee $1,000 11. Weather Warning Siren Fee see note"b"below $75/acre 12. Rob Roy Creek Flood Study see note"g"below $22,200 Note:PUD agreement specifies that these fees are to be discounted a. For upfront land-cash donations figures,please refer to"Land-Cash"worksheet b. $75 per acre due at final plat. c. $400 ($243,000)of PW fee is being taken out due to the private roads within the development d. Separate agreement between School District and Owner/Developer e. 50%of Library Fee($250/unit)to be paid at final plat f. 50%of Bristol-Kendall Fire Fee($500/unit)to be paid at final plat g. To be paid at final plat EXHIBIT H-2 FEE SCHEDULE FOR CONVENTIONAL RESIDENTIAL PARCELS CHOI/12439329.4 Conventional Residential Parcel FEES PER UNIT A paid receipt from the School District Office, 602-A Center Parkway Yorkville, must be presented to the City prior to issuance of permit $3,000 Separate Yorkville-Bristol Sanitary District fee-made payable to Y.B.S.D. $1,400 United City of Yorkville Fees 1. Building Permit Cast$650 plus$0.20 per square foot $650+ $0.20(SF) 2. Water Connection Fees SF and DU $2,660 2+Bed Att N/A 3. Water Meter Cost Detached Units $250 Attached Units N/A 4. City Sewer Connection Fees $2,000 5. Water and Sewer Inspection Fee $25 6. Public Walks/Driveway Inspection Fee $35 7. Development Fees Public Works $700 Police $300 Building $150 Library see note"b"below $500 Parks& Recreation $50 Engineering $100 Bristol-Kendall Fire see note"o"below $1,000 Development Fees Total $2,800 Age Restricted 8. Land Cash Fees Apartment Townhome Duplex Single Family Park N /A N/A N/A $2,174 School N /A NIA NIA $4,780 Land-Cash Fees Total $0.00 $0.00 $0.00 $6,954.04 9. Road Contribution $2,000 10. County Road Fee $1,000 11. Weather Warning Siren Fee see note"a"below $75/acre Note: PUD agreement specifies that these fees are to be discounted a. $75 per acre due at final plat. b. 50%of Library Fee ($250/unit)to be paid at final plat. c. 50%of Bristol-Kendall Fire Fee ($500/unit)to be paid at final plat. EXHIBIT I SCHOOL CONTRIBUTIONS Conventional Residential Parcel OWNER/DEVELOPER shall pay to Community School District No. 115 the amount called for as the Land/Cash Donation for schools in the Subdivision Ordinance of the City as of the date of this Annexation Agreement. In the event District No. 115 accepts the donation of the any portion of the 15.2 acres designated as a school/park in the Concept Plan, or such lesser amount, OWNER/DEVELOPER shall be credited toward the Land/Cash payment with the sum of$80,000 multiplied by the number of acres donated. OWNER/DEVELOPER shall also pay School District No. 115 the Transition Fee of $3,000 per dwelling unit currently set forth in Ordinance No. 2002-04 in the manner provided in the Ordinance. No other payments or contributions shall be sought or payable to schools. Age-Restricted Residential Parcel OWNER/DEVELOPER may enter into a separate agreement with Community School District No. 115 in lieu of transition fees. Land cash calculation is zero based on prohibitions of school aged children living in the Age-Restricted Residential Parcel. CHOI/12439329.4 EXHIBIT J PARK CONTRIBUTION Conventional Residential Parcel OWNER/DEVELOPER shall pay to the Yorkville Parks and Recreation Department the amount called for as the Land/Cash Donation for parks in the Subdivision Ordinance of the City as of the date of this Annexation Agreement. In the event Parks and Recreation Department accepts the donations of the any portion of the 15.2 acres designated as a school/park in the Concept Plan or the 5.0 acres designated as a park site adjacent to the proposed park site in the Bailey Meadows Development, or such lesser amount, OWNER/DEVELOPER shall be credited toward the Land/Cash payment with the sum of $80,000 multiplied by the number of acres donated. The final division between the land and cash portions shall be determined at the time of final plat approval for that phase of the development. No other payments or contributions shall be sought or payable to the Parks Department. Age-Restricted Residential Parcel OWNER/DEVELOPER shall pay to the Yorkville Parks and Recreation Department the amount called for as the Land/Cash Donation for parks in the Subdivision Ordinance of the City as of the date of this Annexation Agreement, using the figure of 1:8 adult persons per dwelling unit to calculate the population of the Age-Restricted Residential Parcel. The Rob Roy Creek Regional Path will run on the eastern side of the property. Once the location and acreage of that path is finalized during the final platting process, the OWNER/DEVELOPER shall be credited toward the Land/Cash payment with the sum of $40,000 multiplied by the number of acres donated. All Land/Cash donations for the Parks Department shall be used by the City solely for facilities that benefit senior citizens. CHOI/12439329.4 EXHIBIT K SIGNAGE On-Site Signs shall include the following: 3 sets of the following (one each for the North Conventional, South Conventional and Age-Restricted Residential Parcels): 6 Community ID Signs 20 x 10 ft. illuminated Double-faced 6 Directional Signs 6x4ft. Double-faces or A-Frame type (5 x 3) And 2 sets of the following(one each for single-family and multi-family): 1 Information Center Sign 3x4ft. Double-faced 9"x 16"DF Hours Panel 1 Guest Parking Sign 3x4ft. Double-faced 10 USP Signs 2x2ft. Double-faced *Always include Pulte Mortgage and Pulte Warranty Info 1 Model ID Sign per Model 7"x 24" Double-faced 3 Flag Poles Illinois Flag US Flag Pulte Flag 8 Open Flags 1 Awning Off-site signs within United City of Yorkville are subject to City approval. Monument signs are subject to City approval. The attached renderings are illustrative of size and information. Specific design details may change and are subject to approval. CHOI/12439329.4 w- - ( 3 % ( - - - � ' * • , \ \ - % � � ,!! - \ - - / -- - \ } {} } - - < . . . Q \ 3! � I EXHIBIT L FORM RECAPTURE AGREEMENT CHOI/12439329.4 EXHIBIT L RECAPTURE AGREEMENT THIS RECAPTURE AGREEMENT ("Agreement') is made and entered as of the day of 2005, by and between the UNITED CITY OF YORKVILLE, an Illinois municipal corporation ("City") and PULTE HOME CORPORATION, a Michigan corporation("Developer"). RECITALS: A. Developer is the owner and developer of that certain real estate development located within the corporate limits of the City and commonly known as Autumn Creek Subdivision("Subdivision"). B. Developer and the City have heretofore entered into that certain Annexation Agreement dated ' 2005 ("Annexation Agreement') pertaining to the annexation and development of the Subdivision within the City. C. Developer desires to recapture and allocable share of the costs of constructing certain of the public improvements for the Subdivision ("Recapture Items") which will provide benefit to other properties ("Benefited Properties"), from the owners of the Benefited Properties (`Benefited Owners"). D. Developer and the City are desirous of entering into this Agreement to provide for the fair and allocable recapture by Developer of the proportionate costs of the Recapture Items from the Benefited Owners, subject to the terms and conditions set forth in this Agreement. NOW, THEREFORE, in consideration of the foregoing recitals and the mutual covenants hereinafter set forth, and for other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged by the parties hereto, the parties hereby agree as follows: 1. RECAPTURE ITEMS. The Recapture Items, being elements of the public improvements to be constructed as a part of the development of the Subdivision, are identified in Attachment "A" attached hereto ("Recapture Schedule"). The Recapture Schedule identifies each Recapture Item and the estimated cost to construct each Recapture Item ("Estimated Cost'). Developer shall cause each of the Recapture Items to be constructed in compliance with the provisions of the Annexation Agreement and to be accepted and conveyed to the City in accordance with applicable ordinances of the City. 2. BENEFITED PROPERTIES. The Benefited Properties are legally described in the Recapture Schedule attached hereto as Attachment `B". Each parcel of real estate contained within the Benefited Properties is referred to herein individually as a "Benefited Parcel". There are a total of Benefited Parcels as identified in the Recapture Schedule. CHOI/12422709.1 3. RECAPTURE COSTS. The Recapture Item(s) which the Corporate Authorities of the City have determined will benefit a Benefited Parcel and the prorata share of the Estimated Cost of each such Recapture Item to be allocated to such Benefited Parcel are set forth in the Recapture Schedule. The aggregate amount of the proportionate share of the Estimated Cost for each of the Recapture Items allocable to a Benefited Parcel is referred to herein as the "Recaptured Costs". The Recapture Costs for each of the Benefited Parcels shall be as identified in the Recapture Schedule. Interest shall accrue on the Recapture Costs for the benefit of Developer at the rate of percent C_%) per annum from the date the Recapture Item is completed by Developer until the Recapture Cost is paid. All references to Recapture Costs herein shall include accrued interest owned thereon. 4. COLLECTION OF RECAPTURE COSTS. The City shall assess against and collect from the Benefited Owner of a Benefited Parcel, or any portion thereof, successors and assigns, the Recapture Cost, calculated under Paragraph 3 of this Agreement for such Benefited Parcel. At such time as a Benefited Owner, or its agent or representative, annexes and/or subdivides a Benefited Parcel, or any portion thereof, or subdivides the Benefited Parcel from a larger parcel of land, or applies to the City for issuance of a permit for connection to all or any of the Recapture Item by the City until such Benefited Parcel has fully paid the applicable Recapture Costs, owed by such Benefited Parcel under this Agreement. 5. PAYMENT OF RECAPTURE COSTS. Any Recapture Costs, collected by the City pursuant to this Agreement shall be paid to Developer, or such other person or entity as Developer may direct by written notice to the City, within thirty (30) days following collection thereof by the City. It is understood and agreed that the City's obligation to reimburse Developer shall be limited to funds collected from the Benefited Owners as provided herein, and payments made hereunder shall be made solely out of said funds. This Agreement shall not be construed as creating any obligation upon the City to make payments from its general corporate funds or revenue. 6. CITY'S OBLIGATION. The City and its officers, employees and agents shall make all reasonable efforts to make the aforesaid collections of the Recapture Costs, for each Benefited Parcel. Neither the City nor any of its officials shall be liable in any manner for the failure to make such collections, and Developer agrees to hold the City, its officers, employees and agents, harmless from the failure to collect said fees. In any event, however, Developer and/or the City may sue any Benefited Owner owing any Recapture Costs, hereunder for collection thereof, and in the event Developer initiates a collection lawsuit, the City agrees to cooperate in Developer's collection attempts hereunder by allowing full and free access to the City's books and records pertaining to the subdivision and/or development of the Benefited Parcel and the collection of any Recapture Costs therefore. In the event the City and any of its agents, officers or employees is made a party defendant in any litigation rising out of or resulting from this Agreement, Developer shall defend such litigation, including the interest of the City, and shall fiuther release and hold the City harmless from any judgment entered against Developer and/or the City and shall further indemnify the City from any loss resulting therefrom, except to the extent such loss results from the grossly negligent or willfully wrongful act or conduct of the City or any of its agents, officers or employees.. 2 CHOU 12422709.1 7. CITY'S COLLECTION OF OTHER FEES AND CHARGES. Nothing contained in this Agreement shall limit or in any way affect the rights of the City to collect other fees and charges pursuant to City ordinances, resolutions,motions and policies. The Recapture Costs provided for herein for each Benefited Parcel is in addition to such other City fees and charges. 8. TERM. This Agreement shall remain in full force and effect for a period of twenty (20) years from the date hereof, unless sooner terminated by the mutual agreement of the parties hereto or by the completion of all duties to be performed hereunder. In the event no portion of a Benefited Parcel is a part of a subdivision approved or recognized by the City and no connection permit as aforesaid is issued by the City of such Benefit Parcel within ten years following the date of this Agreement, this Agreement, and each and every duty and undertaking set forth herein pertaining to such Benefited Parcel, shall become null and void and of no further force and effect as to such Benefited Parcel. 9. LIEN. The recordation of this Agreement against the Benefited Properties shall create and constitute a lien against each Benefited Parcel, and each subdivided lot hereafter contained therein, in the amount of the Recapture Costs, plus interest, applicable hereunder to such Benefited Parcel. 10. MISCELLANEOUS PROVISIONS. (a) Agreement: This Agreement may be amended upon the mutual consent of the parties hereto from time to time by written instrument and conformity with all applicable statutory and ordinance requirements and without the consent of any other person or corporation owning all or any portion of the Benefited Properties. (b) Binding Effect: Except as otherwise herein provided, this Agreement shall inure to the benefit of and be binding upon the successors and assigns of Developer and any successor municipal corporation of the City. (c) Enforcement: Each party to this Agreement, and their respective successors and assigns, may either in law or in equity, by suit, action, mandamus, or other proceeding in force and compel performance of this Agreement. (d) Recordation: A true and correct copy of this Agreement shall be recorded, at Developer's expense, with the Kendall County Recorder's office. This Agreement shall constitute a covenant running with the land and shall be binding upon the Benefited Properties in accordance with the terms and provisions set forth herein. (e) Notices: Any notice required or desired to be given under this Agreement, unless expressly provided to the contrary herein, shall be in writing and shall be deemed to have been given on the date of personal delivery, on the date of confirmed telefacsimile transmission provided a hard copy of such notice is deposited in the U.S. mail addressed to the recipient within twenty-four hours following the telefacsimile transmission, or on the date when deposited in the U.S. Mail, 3 CHOI/12422709.1 registered or certified mail, postage prepaid, return receipt requested, and addressed as follows: If to CITY: United City of Yorkville 800 Game Farm Road Yorkville, IL 60540 Attn: City Clerk Tele: (630) 553-4350 Fax: (630) 553-8330 With a copy to: United City of Yorkville 800 Game Farm Road Yorkville, IL 60540 Attn: John Wyeth, Esq. Attorney for United City of Yorkville Tele: (630) 553-4350 Fax: (630) 553-8330 If to DEVELOPER: Pulte Home Corporation 2250 Point Boulevard Suite 401 Elgin,IL 60123 Attn: Brian M. Brunhofer Tele: (847) 841-3500 Fax: (847) 783-0875 with copy to: Gardner Carton &Douglas LLP 191 North Wacker Drive Suite 370 Chicago, IL 60606-1698 Attn: Charles L. Byrum Tele: (312) 569-1222 Fax: (312) 569-3222 (f) Severabilitv: The invalidity or unenforceability of any of the provisions hereof, or any charge imposed as to any portion of the Benefited Properties, shall not affect the validity or enforceability of the remainder of this Agreement or the charges imposed hereunder. (g) Complete Agreement: This Agreement contains all the terms and conditions agreed upon by the parties hereto an no other prior agreement, excepting the Annexation Agreement, regarding the subject matter of this Agreement shall be deemed to exist to bind the parties. This Agreement shall be governed by the laws of the State of Illinois. 4 CHOI/12422709.1 (h) Captions and Paragraph Headings: Captions and paragraph headings incorporated herein are for the convenience only and are not part of this Agreement, and further shall not be used to construe the terms hereof. (i) Recitals and Exhibits: The recitals set forth at the beginning of this Agreement and the exhibits attached hereto are hereby incorporated into this Agreement and made a part of the substance hereof. (j) Enforceabilitv: This Agreement shall be enforceable in the Circuit Court of Kendall County by any of the parties hereto by an appropriate action of law or in equity to secure the performance of the covenants herein contained. {SIGNATURE PAGE TO FOLLOW} 5 CH01112422709.1 IN WITNESS WHEREOF, the parties hereto have hereunto set their hands and seals as of the date first above written. DEVELOPER: PULTE HOME CORPORATION, a Michigan corporation By: Its: And By: Its: CITY: UNITED CITY OF YORKVILLE, an Illinois municipal corporation By: Its: Mayor ATTEST: By: Its: 6 CHOI/12422709.1 EXHIBIT M COMMON FACILITIES FOR AGE-RESTRICTED RESIDENTIAL PARCEL CHOI/12439329.4 gZ1 M-0- -.-k ZM EXHIBIT N PERIMETER ROADS FOR WHICH DEVELOPER HAS RESPONSIBILITY CHOl/12439329.4 a O��q m o Q m9 m ca. m o..o QY� OV a�odw`Otm °. w tldi, iS is �itggg3`gp NO-OFk,rs a• q � 13 eFYa55 a �uioaao ae6d MIN • ;N 8aejaf a p �"I Z a m s5� 'Y g33E9 i;•i� Af9 §e �''=g" uatea•5 xxnE n q 9m•Ai•tVE ST.OT N m'WE 1090.ao- 1a33°I.sat«Ifa3iol N.(s¢e.aoe Z9SK1µa1,ClSUS p I: 830/ j _x y: a i i 5'� ]j1 I: •'♦� o ~4 'llpgr Tag �]dl !4q F i 0.i a .% q A ¢ i x A °I � o a � ° •� eRI 3 33iij S a �- I4x Y$ y �ia In 9999 x a V I y i 1} 3.KY H 5}5 Q2Q2 a:i b.91N 9p Q R ..1 1 V a "met i i s 81887, L F i.1 t,` 1 y v - _ 't'u R 99eiEe 3{ / IME .r . �� 7 •xe t za4 y /� .�-4..:.i..,'tf. e.- i'�zz__ a �� a i� L `oel " �°N � '��>•�_ � � A 1�0 LY it a83 i i 577 g,A A_ i % e i x SaiA F30 a - ofluuue `xa SC 9{� aa a N01'ih'laYYa961.19'tN'b[Y9'W x tq+Y• Ye"ai $ late €$ ga. a p * a. y q eiy4sipa'a3g°taaei§at- a3aa8gg5 g119§ *sxgy&aa3§" g3 i3 aY3Z 3 p3i $% a�":aq y 3a 0 LL a5§i �8 @ 'ti38Y5aBSi"13Rq§33� 3iG`iga3 z9ixi3 xaB0bap4d c}aaYagg6§a- 'u i '� §q t4 • §� xap § ia�y a°g WIN 11t4s� le�,ag&o§Yg 5. 3 3�y°�a§aaa§aLq' ag" q_ L: yy e qa.9 a$8a. i3§aa5a u a aagp'¢�a��ar�@ �l3aA€qi Y83gaq3QYxs°`,§�yai; "q,�,? a§ �"� .i�ka�xbaa5�� r� a¢¢e�� °$, x q §" 3Ya3 q Y§g§saa3a lffl13a3 kq §a'.yYa 1p• g§13.:y yaY. q 1, aF a 3y"a y& 7ai= gizY a"yyaY § ap33 yEa§3a32^ ? Ye Sap �$jayYayaq@ 3pCaeppe§� N, qea ds §�pp4a$y`a'}�g83ay }6 EFg q° va;"°Ya-z aeg5 qY¢'¢Y °p0 "_J3:�a aa9§3aY-,`8kk5ggkla§ Yk 1 Y3gaY.YggY8,a4i$i :� 4� y Yi�j Ir a .3aae6y3#Yke5Pe53: g x 33 Y �� -Pp § !q L $q " & i- 3`3 ? § F '-'m W ;°uE gaF• 3 €e 3: 4aY "le a4 dgkxa he r '§gg� to ; §-as°�$ e3aet°ea§" Yqa§ Y s 6 aYa G° a g [[,.gg 6 °_` gaaa2aq^3? kiaq 3iak?3st§a gas as BY3'i,Y':±•slaOaaY3Y§§ a $i `a§ 3gY$g?43:F M a§aYk a ` 0 5 a ay§@a3i_a"v a 3 :43° : Y.ae3y @ §qy3&i .3Y «vaQ.?a$aaa` a3 �q u �3^Ya Ya6a.Eggp ai.a§ gj g ° �k:xFka��43� �yakgg3g2¢cgr§§;3ia $aba§59€ �,a �88 aY� ab ga3xY�333.3 Er �yxYa ��° 9 §•, - °4� a _ 7 a4 .4%a3g aq §3 a 5as3Ya'3a aa4aaa 'a EkdekZ m I§3 q,aq§aai.aY a$q§aag3a 5.@ aeakaa 3q.@3a i Y€'sia e3k§3n 33b 3i 833 a§aaaaiAi. EXHIBIT O PULTE ANTI-MONOTONY POLICY CH01/12439329A 74e .0)a WW41'm Streetscape Criteria I. Single Family Detached Communities a. The following criteria apply to homes on straight or curved streets, cul-de-sacs and corner lots. 1. No house shall have the same configuration that is within one (1)house on either side or on any house directly across the street from the subject house. Additionally,the house directly behind a corner subject house is included in these criteria. 2. No house shall have the same color package that is within one (1)house on either side or on any house directly across the street from the subject house. Additionally,the house directly behind a corner subject house is included in these criteria. NOTE: NO HOUSE SHALL HAVE THE SAME SIDING OR BRICK COLOR (PER #2 ABOVE)ADJACENT TO ONE ANOTHER. II. Single Family Attached or Multi Family Communities a. Prior to sales,the Division President will predetermine the criteria. III.Definitions a. Configuration—a combination of product type, elevation, exterior fenestration (siding or stone), and color package. b. Color Package—a combination of siding, stone, trim/gutter, accent, and roof colors incorporated into the exterior color fenestration of a single house. PLEASE SEE THE FOLLOWING PAGES FOR EXAMPLES OF EACH CASE. ■ = Subject House ® = Restricted Configuration/Color Package ■ =Subject House ® = Restricted Configuration/Color Package ■ = Subject House ® =Restricted Configuration/Color Package A F-I E-'I A