HomeMy WebLinkAbout009-R-21 Easement Agreement for 2116 Green Bay Road1 /7/2021
1 /14/2021
9-R-21
A RESOLUTION
Authorizing the City Manager to Grant a Twenty Five year Sidewalk
Easement at 2116 Green Bay Road with
GENDELL/WN STOCKTON LLC, an Illinois limited liability company,
and GENDELL PARTNERS SIMPSON LLC, an Illinois limited liability
company (collectively, the i°Owner").
NOW BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF
EVANSTON, COOK COUNTY, ILLINOIS:
SECTION 1: The City Manager is hereby authorized and directed to sign
an Easement Agreement (the "Agreement") by and between the City ("Grantee") and
Gendell/ WN Stockton LLC and Gendell Partners Simpson LLC ("Grantors") for the City
to grant a twenty five sidewalk easement at 2116 Green Bay Road for the construction,
maintenance and pedestrian ingress and egress over and across the parcel. The
Agreement is attached hereto as Exhibit 1 and incorporated herein by reference.
SECTION 2: The City Manager is hereby authorized and directed to
negotiate any additional conditions of said Agreement that he deems to be in the best
interests of the City.
SECTION 3: This resolution shall be in full force and effect from and after
its passage and approval, in the manner provided by law.
9-R-21
I -LA W%e-�
Stephen H. Hagerty, Mayor
Attest: Approved as to form:
Devon Reid, City Clerk Kelley A. Gandurski, Corporation
Counsel
Adopted: January 25 , 2021
-2-
9-R-21
EXHIBIT 1
EASEMENT AGREEMENT
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EASEMENT AGREEMENT
THIS NON-EXCLUSIVE PERPETUAL SIDEWALK EASEMENT AGREEMENT
("Easement Agreement") is by and between THE CITY OF EVANSTON ("Grantor")
and GENDELL/WN STOCKTON LLC, an Illinois limited liability company, and
GENDELL PARTNERS SIMPSON LLC, an Illinois limited liability company ("Grantee")
(each referred to herein as "Party" or, collectively, as "the Parties").
RECITALS
A. Grantee is the legal owner of the real property described on Exhibit A,
attached hereto and specifically incorporated by reference herein ("Grantee's Parcel").
B. Grantor desires to grant to Grantee, a non-exclusive sidewalk easement
across a portion of Grantor's Parcel in the location shown on Exhibit B (the "Easement
Parcel"), pursuant to the terms and conditions as more fully hereinafter set forth.
C. Grantee will be using the sidewalk easement for the construction,
maintenance and pedestrian ingress and egress over and across the Easement Parcel
in the locations as depicted on Exhibit B, attached hereto and legally described on
Exhibit B.
NOW, THEREFORE, in consideration of the foregoing Recitals, which are hereby
incorporated in and made a part of this Easement Agreement as if fully set forth below,
the mutual agreement of the parties hereto and other good and valuable consideration,
the receipt and sufficiency of which are hereby acknowledged, the parties hereby agree
as follows:
1. Access Easements. Grantor provides Grantee a twenty-five (25) year
easement as depicted in Exhibit B. Grantor hereby grants to Grantee, its agents,
servants, employees, its successors and assigns, a non-exclusive easement over the
Easement Parcel for the construction, maintenance and pedestrian ingress and egress
over and across the Easement Parcel in the locations depicted in Exhibit B.
Grantee shall, at its sole cost and expense, be responsible for repairing any
damage to Grantor's Parcel that results from the exercise of the easement rights
granted hereunder.
2. Easement Fee. The Grantee covenants and agrees in consideration of
the grant of said easements to pay the Grantor an easement fee in the amount of
$4727.40 total easement fee for the Term due when the easement is granted. At the end
of said easement term, the Parties shall revisit the easement fee and negotiate any
additional necessary conditions in order to renew the easement agreement.
3. Easement Term. The Easement Term is for twenty-five (25) years and
can be renewable upon the written consent of the Parties and the payment of a renewal
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easement fee to be calculated at a later date and any other conditions imposed by the
Grantor to renew the Easement.
4. Covenants and Conditions. Grantee covenants, warrants and agrees that
with respect to the activities contemplated under this Easement Agreement that: (i) no
waste or damage shall be committed upon or to the Easement Parcel; (ii) the Easement
Parcel shall be used for only the purposes set forth herein; (iii) the Easement Parcel
shall not be used for any unlawful purpose and no violations of Laws (hereinafter
defined) or duly constituted authority shall be committed thereon; (iv) Grantee shall
keep the Easement Parcel in a clean and sanitary condition; and (v) Grantee shall not
do or permit to be done anything upon the Easement Parcel that may subject City to
any liability for injury or damage to person or property, or result in a violation of any
Laws. Grantee shall notify the City in writing not less than sixty (60) days prior to any
proposed assignment or transfer of interest in this Easement. Grantee shall identify the
name and address of the proposed assignee/ transferee and deliver to the City original or
certified copies of the proposed assignment, a recital of assignee's personal and financial
ability to comply with all the terms and conditions of the Easement Agreement and any
other information or documentation requested by the City. The City shall not
unreasonably withhold the consent to assignment or transfer.
5. Indemnification. Grantee shall defend, indemnify and hold harmless City
and its officers, elected and appointed officials, agents, and employees from any and all
liability, losses, or damages ("Losses") as a result of claims, demands, suits, actions, or
proceedings of any kind or nature, including without limitation costs, and fees, including
attorney's fees, judgments or settlements, resulting from or arising out of any negligent
or willful act or omission on the part of the Grantee or Grantee's subcontractors,
employees, agents or subcontractors during the performance of this Agreement. This
provision shall survive completion, expiration, or termination of this Easement
Agreement.
Grantee agrees to cooperate in the event any litigation is brought against the City
by any party seeking to enjoin, restrain, or stop the Work contemplated by this
Agreement. Nothing contained herein shall be construed as prohibiting City, or its
officers, agents, or employees, from defending through the selection and use of their
own agents, attorneys, and experts, any claims, actions or suits brought against them.
Grantee shall be liable for the costs, fees, and expenses incurred in the defense of any
such claims, actions, or suits. Nothing herein shall be construed as a limitation or waiver
of defenses available to City and employees and agents, including without limitation the
Illinois Local Governmental and Governmental Employees Tort Immunity Act, 745 ILCS
10/1-101 et seq.
At the City Corporation Counsel's option, Grantee must defend all suits brought
upon all such Losses and must pay all costs and expenses incidental to them, but the
City has the right, at its option, to participate, at its own cost, in the defense of any suit,
without relieving Grantee of any of its obligations under this Easement Agreement. Any
settlement of any claim or suit related to activities conducted under this Easement by
Grantee must be made only with the prior written consent of the City Corporation
Counsel, if the settlement requires any action on the part of the City.
To the greatest extent permissible by law, Grantee waives any limits to the
amount of its obligations to indemnify, defend, or contribute to any sums due under any
Losses, including any claim by any employee of Grantee that may be subject to the
Illinois Workers Compensation Act, 820 ILCS 305/1 et seq. or any other related law or
judicial decision, including without limitation, Kotecki v. Cyclops Welding Corporation,
146 III. 2d 155 (1991). The City, however, does not waive any limitations it may have on
its liability under the Illinois Workers Compensation Act, the Illinois Pension Code or any
other statute. All provisions of this section shall survive completion, expiration, or
termination of this Agreement.
6. Compliance with Laws. Grantee, at its cost and expense, shall be
responsible for obtaining any and all permits and other governmental approvals with
respect to the build out of the restaurant and this agreement does not provide any
governmental approval beyond the granting of the easement, which may be required for
the use of the Easement Area and exercise of its rights pursuant to this Easement
Agreement. Grantee shall at all times comply with all applicable legal or governmental
statutes, laws, codes, orders, requirements, regulations, ordinances and rules
(collectively, "Laws").
7. Default. It shall be considered a "Default" under this Easement
Agreement if Grantee fails to substantially comply with any provision of this Easement
Agreement and does not cure such failure within 30 days after notice, except where the
default cannot reasonably be cured in 30 days, in which case if Grantee has begun and
continues efforts to remedy the default as soon as practicable, then such additional time
shall be given to remedy the default. In the event of a Default, the City may terminate
this Easement Agreement by written notice to Grantee. Such termination right shall be
in addition to all rights and remedies available to the City at law or in equity.
8. Third Partv Beneficiaries: No Effect on Other Rights of the Parties. This
Easement Agreement is not intended to and in no way confers any rights upon third
parties. This Easement Agreement is not intended to and in no way confers any rights
of access or use by the Parties, or any other third party, to either Party's Alley
Easement Area except as specifically described herein.
9. Attornevs' Fees. Jurisdiction for Disputes, and Governinq Law. Should a
party incur costs, charges and expenses, including court costs and attorneys' fees, to
enforce rights or obligations under this Easement Agreement, then such costs, charges,
and expenses shall be recoverable from the other party. This Agreement shall be
governed by and construed and enforced in accordance with the laws of the State of
Illinois, excluding its choice of law rules. In the event of a dispute hereunder, the parties
agree to submit to the exclusive jurisdiction of the state courts of, and federal courts
sitting in, Cook County, Illinois.
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10. Notices. Any notice, demand, request or other communication which
any party may desire or may be required to give to any other party hereunder shall be
given in writing at the addresses set forth below by any of the following means: (a)
personal service; (b) electronic communication, by facsimile together with confirmation
of transmission; (c) overnight courier; or (d) registered or certified United States mail,
postage prepaid, return receipt requested.
If to Grantee: Gendell/WN Stockton, LLC
Gendell Partners Simpson, LLC
If to the Grantor: City of Evanston
Attn: City Manager
2100 Ridge Avenue
Evanston, Illinois 60201
With a copy to: City of Evanston
Attn: Corporation Counsel
2100 Ridge Avenue
Evanston, IL 60201
11. Entire Aareement. This Easement Agreement shall constitute the entire
contract between the parties and shall supersede any and all prior agreements between
the parties hereto with respect to the granting use of the Easement Area to Grantee.
No modification, waiver or amendment of this Easement Agreement or any provision
hereof shall be valid unless the same is in writing, and signed by both parties hereto.
12. Counterparts. This Easement Agreement may be executed in any one or
more counterparts, each of which shall be deemed an original and all of which when
taken together shall constitute one Easement Agreement.
[REMAINDER OF THE PAGE LEFT INTENTIONALLY BLANK]
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IN WITNESS WHEREOF, the parties hereto have executed this Easement
Agreement as of the date executed by the City.
GENDELL/WN STOCKTON LLC, an
Illinois limited liability company
Name: Scott H. Gendell
Title: Manager
Date:
GENDELL PARTNERS SIMPSON LLC,
an Illinois limited liability company
in
Name: Scott H. Gendell
Title: Manager
Date:
CITY OF EVANSTON, a municipal
corporation in the State of Illinois
IN
Name: Erika Storlie
Title: City Manager
Date:
STATE OF ILLINOIS )
) SS
COUNTY OF COOK )
I, , a notary public in and for said County in the
State aforesaid, to do hereby certify that , the of the
City of Evanston, personally known to me to be the same person whose name is
subscribed to the foregoing instrument, appeared before me this day in person and
acknowledged that, as of such company, s/he signed, sealed and
delivered said instrument as his/her free and voluntary act and as the free and voluntary
act of said company, for the uses and purposes therein set forth.
Given under my hand and notarial seal this day of
2020.
NOTARY PUBLIC
My commission expires:
STATE OF )
) SS
COUNTY OF )
I, , a notary public in and for said County in the
State aforesaid, to do hereby certify that Scott H. Gendell, the Manager of
GENDELL/WN STOCKTON LLC, an Illinois limited liability company and PARTNERS
SIMPSON LLC, an Illinois limited liability company, personally known to me to be the
same person whose name is subscribed to the foregoing instrument, appeared before
me this day in person and acknowledged that, as Manager of such limited liability
companies, he signed, sealed and delivered said instrument as his/her free and
voluntary act and as the free and voluntary act of said limited liability companies, for the
uses and purposes therein set forth.
2020.
Given under my hand and notarial seal this day of
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NOTARY PUBLIC
My commission expires:
EXHIBIT A
Grantee's Parcel
EXHIBIT B
Easement Parcel
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OWNER (GRANTEEI
GENDELL/WN STOCETON LLC AND
GENDELL PARTNERS SIMP80N LLC
3201 OLD GLENVIER ROAD, SUITE 300
WlLMETTE, ILLINOIS 60091
PREPARED BY:
NORTHWESTERN ENGINEERING CONSULTANTS, P.C.
676 N. NORTH COURT
PALATINE. ILLINOIS 80067
(947) 520-8410
-- — . -1 em uMe3 U0. me-Smen
DECEMBER 11, 2020
REVISED JANUARY 13, 2021
GALL JUUE 1-800-892892-'0.1�2J
®4IXHHOOURRS�BEFORE YYODUrsDIG
GRANTEE PINS:
10-12-423-011-0000
10-12-423-012-0000
GRANTOR PIN:
NONE —IN PUBLIC
RIGHT OF WAY
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