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HomeMy WebLinkAboutORDINANCES-2012-093-O-12• 8/28/2012 93-0-12 AN ORDINANCE Authorizing the City Manager to Execute a Sale Contract for a portion of City Owned Real Property, to be known as Lots 1 and 2, 1600 Foster Avenue, Evanston, Illinois to CB Land, LLC WHEREAS, the City of Evanston owns real property located at 1600 Foster Avenue, Evanston, Illinois, 60201 and legally described in Exhibit A, attached hereto and incorporated herein by reference (the "Subject Property"); and WHEREAS, the City acquired the Subject Property to implement the first phase of Emerson Square, a new mixed -income housing development, and the second component of the City's $18.15 million Neighborhood Stabilization Program 2 ("NSP2") 0 grant awarded by the Department of Housing and Urban Development; and WHEREAS, the City is proposing to subdivide the Subject Property into seven separate lots pursuant to resolution 63-R-12, as depicted on the proposed plat of subdivision and attached hereto as Exhibit B; and WHEREAS, the City Council of the City of Evanston has determined that ownership of the aforesaid Subject Property is no longer necessary, appropriate, required, or in the best interests of the City of Evanston; and WHEREAS, pursuant to Ordinance 92-0-12, the City Council, by a vote of at least two-thirds (%) of the elected Aldermen then holding office, did direct the City Manager to negotiate the sale of Lots 1 and 2 of the Subject Property on behalf of the City; and • WHEREAS, pursuant to Ordinance 92-0-12, the City Manager has negotiated the sale of proposed Lots 1 and 2 of the Subject Property; and 93-0-12 WHEREAS, the City Manager recommends that the City Council hereby • approve the sale of proposed Lots 1 and 2 of the Subject Property, with the City of Evanston as Seller and CB Land, LLC, as Buyer of Lots 1 and 2; and WHEREAS, the City Council hereby finds and determines that the best interests of the City of Evanston and its residents will be served by conveying the aforesaid proposed Lots 1 and 2 of Subject Property to CB Land, LLC, on terms consistent with the Bargain Sale Agreement for Real Estate, attached hereto as Exhibit C and incorporated herein by reference (hereinafter, the "Agreement"); and WHEREAS, as required by Section 1-17-4-2-(B) of the Evanston City Code, 1979, as amended (the "City Code"), a Notice of Intent to Sell Certain Real Estate, was published in the Evanston Review, a newspaper in general circulation in the City of Evanston, on September 6, 2012, neither less than fifteen (15) nor more than thirty (30) days before the date on which the City Council considered adoption of this ordinance authorizing the sale of the Property, NOW, THEREFORE, BE IT ORDAINED BY THE CITY COUNCIL OF THE CITY OF EVANSTON, COOK COUNTY, ILLINOIS, THAT: SECTION 1: The foregoing recitals are hereby found as fact and incorporated herein by reference. SECTION 2: The City Council of the City of Evanston hereby approves the negotiated sale of the proposed Lots 1 and 2 of Subject Property with the City as Seller and CB Land, LLC as Buyer. SECTION 3:.The City Manager is hereby authorized and directed to sign, • and the City Clerk is hereby authorized and directed to attest, the Agreement, pursuant to —2— 93-0-12 • • • the terms of which the Subject Property shall be conveyed. The City Manager is further authorized to negotiate any changes or additional terms and conditions with respect to the sale of the aforesaid Subject Property as the City Manager may deem fit and proper. SECTION 4: The City Manager and the City Clerk, respectively, are hereby authorized and directed to execute, attest, and deliver such other documents, agreements, and certificates as may be necessary to effectuate the sale herein authorized. SECTION 5: All ordinances or parts of ordinances in conflict herewith are hereby repealed. SECTION 6: This ordinance shall be in full force and effect from and after its passage, approval, and publication in the manner provided by law. SECTION 7: If any provision of this ordinance or application thereof to any person or circumstance is held unconstitutional or otherwise invalid, such invalidity shall not affect other provisions or applications hereof that can be given effect without the invalid provision or application, and each invalid application hereof is severable. SECTION 8: The findings and recitals contained herein are declared to be prima facie evidence of the law of the City and shall be received in evidence as provided by the Illinois Compiled Statutes and the courts of the State of Illinois. Ayes: ` f Nays: Introduced W , 2012 Adopted: �&pk4y -b Lr Y , 2012 Approved: 7 , 2012 J Eliza eth B. Tisdahl, Mayor —3— 93-0-12 Attest: Approved as to form: • � Ftod ey Grede, City Clerk W. Gr/art,rporation ounsel • �4� 93-0-12 • EXHIBIT A • Legal Description LOT A IN PLAT OF CONSOLIDATION OF LOTS 1 TO 8 IN BLOCK 6 IN MCNEILL'S ADDITION TO EVANSTON, AND PARTS OF LOTS 12 TO 16 IN BLOCK 4 IN GRANT AND JACKSON'S ADDITION TO EVANSTON, IN SECTION 13, TOWNSHIP 41 NORTH, RANGE 13 EAST OF THE THIRD PRINCIPAL MERIDIAN IN COOK COUNTY, ILLINOIS. PIN: 10-13-209-021-0000 Real Estate Address: Lots 1 and 2 of the proposed subdivision commonly known as "Emerson Square", 1600 Foster Avenue, Evanston, Illinois 60201 -5- 93-0-12 EXHIBIT B • Proposed Plat of Subdivision • • • 8/20/2012 63-R-12 A RESOLUTION Approving a Plat of Subdivision for 1600 Foster Street ("Emerson Square") WHEREAS, pursuant to Subsection 4-13-1-(B) of the Evanston City Code of 1979, as amended (the "City Code"), the City Council may approve of a plat by means of a resolution; and WHEREAS, the City intends to subdivide the property commonly known as "Emerson Square," located at 1600 Foster Street, Evanston, Illinois (the "Subject Property"), legally described in Exhibit A, which is attached hereto and incorporated herein by reference; and • WHEREAS, the City Council hereby finds that the proposed plat complies with all applicable provisions of Title 4, Chapter 13 of the City Code, NOW, THEREFORE, BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF EVANSTON, COOK COUNTY, ILLINOIS, THAT: SECTION 1: The foregoing recitals are found as fact and incorporated herein by reference. SECTION 2: Pursuant to Title 4, Chapter 13 of the City Code, the City Council hereby approves the proposed Plat of Subdivision, attached hereto as Exhibit B and incorporated herein by reference. SECTION 3: The City Manager and/or his designee(s) is/are hereby authorized and directed to sign, and the City Clerk hereby authorized and directed to 0 attest, any documents necessary to implement the terms of this resolution. 63-R-12 • SECTION 4: This resolution shall be in full force and effect from and after the date of its passage and approval in the manner required by law. Atte R ney Green. , ity Clerk Adopted: l , 2012 Eli a eth B. Tisdahl, Mayor —2— • n LJ • n U 63-R-12 EXHIBIT A Legal Description LOT A IN PLAT OF CONSOLIDATION OF LOTS 1 TO 8 IN BLOCK 6 IN MCNEILL'S ADDITION TO EVANSTON, AND PARTS OF LOTS 12 TO 16 IN BLOCK 4 IN GRANT AND JACKSON'S ADDITION TO EVANSTON, IN SECTION 13, TOWNSHIP 41 NORTH, RANGE 13 EAST OF THE THIRD PRINCIPAL MERIDIAN IN COOK COUNTY, ILLINOIS. PIN: 10-13-209-021-0000 COMMONLY KNOWN As: 1600 Foster Street, Evanston, Illinois. —3— 63-R-12 • EXHIBIT B Plat of Subdivision • • -4- • • EMERSON SQUARE SUBDIVISION OF A PART Of SE -ON 13. TOWNSNIP 41 NORM. RANGE 13. EAST Of ME THIRD-NCIPAI MERI . IN COOK COVNFf. WNDIS. FOSTER STREET suao a^, L J_Lna1v J_L i19y i,r LOT 1 y LOT o 5 �6 0, ��} LO J 4 eqgpgp � F� i----xe---_1—L_ua I � g PuaJc M1Er Nx � ERERI90R[ murm I4sE a worm N�ux Ixm um9am) mx K F oo.m4 v mm b a avmy! Iva Wn*r.�p9�i4.b' iliM i) bY. eM �2) Outlob m Mxn Mre�aevP.1 r�.mh erN Cn11 mw Dole On _oax d A0. m_ IWE SGh M LLx06 L wxn a aoK i xdvy PuIY b oM Iv rob Gab. n 4O Slob dOxd4 le xarwY may xol vxa.',tla sm.. b m. b a 4..im. Pxa .Im �. a .webs b ux Imwdry b.w,.d m am d 6nn v�4x oM xii onl Wbnol wal, 4n _my d A0. m_ su�oP wxoa F or owK AnmaaoM ux' d wd I. s` d m n. U.,,xd.° ^� a u. —1.,• An. m_ Aa xL :.ate ur Kbn soar 6w 3asr Bma�� LOT 3 LOT 2 ` .. --+T OIRIOT .A. m..a"0O9na ur '�mm�sMs`x s� m'°..b`i °"mll'.dv w"""b`i..o'�'xrr aro r"M06ses u°1irm �m wm Y m01t F aarx4 p opootl onovnvAa, v wy Msroa axbmenb`�4rmexbal aa.o pxnmoppmms oVoNO rw Vxr d ION � i�"Iie.A w ohm ��`r bV phl al Pa.1 Ma _4aY el , A0. m_ Gb raaxbr SNh Y W4G5 Carx. a � F ppmru xb _ax d . A0. m_ x.a.9 Poo-' arar mhxm rc m11'�m F iaxaras m'. _mJ a . nlJ_ m_ m�um°r uaRa Iq �N SUB A Cp . — 4ov Iroq ry Vd a 4x rvnryM w bnooiq dmboo ryopp Ix V+ PxWm d SwnNvq n xai nwr w 9m u1 Rwb m ,� rx,m. W rusifs rp taAaTrM, n0.M dWnctRO A9aaJC MEJa[ 1vo Samr V M alum IN R m♦ x _awm 3'Im1, Mi x moon IS Ixi9I x r4aM aAY4 11 EtSr tl d[ Iltlm BaroNa 4fldv N [om Nxn, wlaa 0i.xaav m Mm b til od eord Wm 4vad aN m amd d R aoxm Pmrxxd iai 6m.im elorN a Dare : v a[ trglt R IUMO eSnm Wt om Pomra b xbolM b ZOv Y, lam MbrMnoe b x oda'ao of ox aX axmr WOa meipnn), or mixaae Iv Roan inwin RaV 4x. Commwny-POxI Nv.116a1 ax31 J, dlxNa Oda: Ayud 19, xn00. 0. lelri mnae Vat tla pbt Mom eoan : a mvl npvNe� d e:C aaoa/ em awfmab� m.i tl OOOm� rimy w—Va d iJ9, m_ r .:C r_________________r_________—_____—_- .N4PMcay.xsrontuaxousaox `r"'° i P`-"ii xw=aJl-a000 I i srRmm nr xm wnan nAr r¢ axl�ucox`� '��mssxx.ars J nArmorJ m.nmuwss I Wa NJ E.xYY BVaatYOlaQaR3UBL(OM - 11 1 „r„o, E4Ennx sBlrJx suRlsxwox s,,,a,,,, Alwn 1a. 1z i nos soa sunaE ru au ro � � en m �vMlsrox I 10 I1{PumfJR o9 Ptyuc roma voa r. 12-19-SIB aaoom n i RRINSxORE 4EH14P4PNf I m9Pf^ Wx06 m— I I 11Ax9hM u emel I rvfaro •anoo�. axr �� L________________J L_________________J 0. 11M6p Rvab Prdaa4Od tad 9vrpv No]31i Orarx Eavvu'm Deb II/ID/li 93-0-12 EXHIBIT C Bargain Sate Agreement of Real Estate E • • -7- • BARGAIN SALE AGREEMENT THIS BARGAIN SALE AGREEMENT ("Agreement') is made as of this day of , 2012, by and between the City of Evanston, an Illinois home rule unit of government located in Cook County, Illinois ("Seller"), and CB Land, LLC, an Illinois limited liability company ("Purchaser"). WITNESSETH: WHEREAS, Seller is the owner of that certain property in Evanston, Illinois commonly known as 1600 Foster, and more particularly described on Exhibit A attached hereto and made a part hereof (the "Property"); and WHEREAS, Purchaser is a wholly -owned subsidiary of Clearbrook, an Illinois not -for - profit corporation, an organization that provides residential and other services to individuals with developmental disabilities; WHEREAS, Clearbrook is a co -developer with Brinshore Development, LLC of the Property and Brinshore Development, LLC has entered into a Redevelopment Agreement with the Seller for, among other matters, the redevelopment of the Property; WHEREAS, the Seller desires to convey the Property to Purchaser in the form of a . "bargain sale", as such term is defined in section 1011(b) of the Internal Revenue Code of 1986 ("Code") and section 1. 1 70A-4(c)(2)(ii) of the Treasury Regulations, by selling the Property to the Purchaser for a purchase price below its fair market value to further the public purpose of the Purchaser; WHEREAS, Purchaser intends to convey the Property to EmSq, LLC, an Illinois limited liability company (the "Developer") so that the Developer may construct and operate an approximately 32-unit mixed -income rental development which will be financed using, among other sources, low-income housing tax credits pursuant to Section 42 of the Code (the "LIHTC Financing"); and WHEREAS, contemporaneous with the LIHTC Financing, the Developer will record a Use Restriction Agreement required by Section 42 of the Code (the "Use Restriction Agreement'); NOW, THEREFORE, for and in consideration of the promises and of the mutual covenants and agreements hereinafter set forth, the parties agree to the terms of this Agreement, which reads in its entirety as follows: 1. Agreement to Purchase. Purchaser agrees to purchase and Seller agrees to sell and convey or cause to be conveyed to Purchaser, or its designee, by Quit Claim Deed (the "Deed"), good and merchantable title to the Property at the price and subject to the terms, conditions and provisions hereinafter set forth. The Deed shall be substantially in the form attached • hereto as Exhibit B. 121046.5 • 2. Purchase Price. Purchaser agrees to pay and Seller agrees to accept as the purchase price the sum of $1.00 ("Purchase Price") payable at closing, a price that is $ less than the appraised fair market value of the Property, so the Seller can qualify for and receive Illinois Affordable Housing Tax Credits of not less than $ Survey. Purchaser has obtained, at its own cost, a survey of the Property. 4. Title Policy. (a) Seller has previously furnished Purchaser, at Purchaser's expense, a title commitment with respect to the Property. A copy of the title commitment is attached hereto as Exhibit C. Purchaser acknowledges that the title commitment is acceptable to Purchaser. (b) Seller shall, at Purchaser's expense, cause to be delivered to Purchaser a title insurance policy by Chicago Title Insurance Company through its agent, Greater Illinois Title Company, or another. title company acceptable to Purchaser ("Title Insurer"), dated as of the date Closing (as hereinafter defined) in a nominal amount with extended coverage over the general exceptions, free and clear of all liens and encumbrances whatsoever, except for general real estate taxes not due and payable, covenants, conditions, restrictions and other matters of record shown on the title commitment and those additional matters approved by Purchaser (the "Permitted Exceptions"). (c) The title commitment shall be conclusive evidence of good and merchantable title as therein shown as to all matters insured by the policy, subject only to the exceptions as therein stated. Seller shall also furnish Purchaser an affidavit of title in customary form covering the date of Closing and showing title in Seller subject only to the Permitted Exceptions. Representations. (a) Seller's Representations. As an inducement to Purchaser to enter into this Agreement Seller hereby represents to Purchaser and agrees as follows: (i) Seller has the right, power and authority to sell the Property, subject to the terms and conditions provided for in this Agreement, and to execute, deliver and perform its obligations under this Agreement and all other instruments, conveyances and documents to be executed and delivered in connection with the transaction contemplated herein. This Agreement and all other documents executed and delivered, or to be executed and delivered by Seller in connection with this Agreement have been, or at the appropriate time will be, duly executed and delivered and constitute or, upon such execution and delivery will constitute, the legal, valid and binding obligations of Seller, enforceable in accordance with the respective terms • and provisions. No consent or approval of any person, firm, corporation or 2 governmental authority is required to be obtained by Seller in order for • Seller to enter into this Agreement. (ii) To the best of Seller's knowledge, there exists no action, suit, litigation or proceeding affecting the Property to which Seller is a party, and to the knowledge of Seller, there is no such action, suit, litigation or proceeding threatened. (iii) Seller is not a "foreign person" as defined in Section 1445 of the Internal Revenue Code and is therefore exempt from the withholding requirements of said Section. Seller shall furnish Purchaser at Closing the exemption certification set forth in said Section. (b) Purchaser's Representations. As an inducement to Seller to enter into this Agreement Purchaser hereby represents to Seller and agrees as follows: (i) Purchaser has the right, power and authority to purchase the Property, subject to the terms and conditions provided for in the Agreement, and to execute, deliver and perform its obligations under this Agreement and all other instruments, conveyances and documents to be executed and delivered in connection with the transaction contemplated herein. This Agreement and all other documents executed and delivered, or to be executed and delivered by Purchaser in connection with this Agreement have been, or at the appropriate time will be, duly executed and delivered and constitute or, upon such execution and delivery will constitute, the legal, valid and binding obligations of Purchaser, enforceable in accordance with the respective terms and provisions. No consent or approval of any person, firm, corporation or governmental authority is required to be obtained by Purchaser in order for Purchaser to enter into this Agreement. Closiniz of Sale. (a) The Closing ("Closing") shall take place on or before , 2012 or such other date mutually agreeable to the parties. (b) At Closing, each party shall, without further consideration, execute and deliver such additional instruments as may be reasonably requested by the other party in order to complete and effectuate the transfer of title and ownership of the Property, provided that such additional instruments (other than these specifically provided for in this Agreement, and customary Closing documents) shall not impose cost or liability on any party. This transaction shall be closed in accordance with the general provisions of the usual form of New York style escrow agreement then in use by the Title Insurer, the costs of which escrow shall be paid by Purchaser. Real estate taxes shall not be prorated. Purchaser shall pay any State, County or other transfer tax imposed by local ordinance. 3 • 7. Conditions Precedent. (a) The obligations of Seller under this Agreement are contingent upon Seller's determination that, in Seller's sole and absolute discretion, the LIHTC Financing and the recordation of the Use Restriction Agreement will occur contemporaneously with the Closing. 8. "As Is" Sale. Purchaser acknowledges that it will have adequate opportunity to inspect the Property and accepts the risk that any inspection may not disclose all material matters affecting the Property. SUBJECT ONLY TO THE TERMS OF SECTION 5(a) AND IF PURCHASER CLOSES THE TRANSACTION CONTEMPLATED HEREUNDER, PURCHASER AGREES TO ACCEPT THE PROPERTY IN ITS "AS IS" "WHERE IS" AND "WITH ALL FAULTS" CONDITION AT CLOSING AND THAT PURCHASER IS NOT RELYING ON ANY REPRESENTATIONS OR WARRANTIES OF ANY KIND WHATSOEVER, EXPRESS OR IMPLIED, FROM SELLER OR ITS AGENTS OR BROKERS, OR ANY OTHER PERSON ACTING OR PURPORTING TO ACT ON BEHALF OF SELLER, AS TO ANY MATTERS CONCERNING THE PROPERTY, INCLUDING WITHOUT LIMITATION: (i) the quality, nature, adequacy and physical condition and aspects of the Property, including, but not limited to, the structural elements, seismic aspects of the Property, foundation, roof, appurtenances, access, landscaping, parking facilities and the electrical, mechanical, HVAC, plumbing, sewage, and utility systems, facilities and appliances, the square footage within the improvements on the Real Property and within each tenant space therein, (ii) the quality, nature, adequacy, and physical condition of soils, geology and any groundwater, (iii) the existence, quality, • nature, adequacy and physical condition of utilities serving the Property, (iv) the development potential of the Property, and the Property's use, habitability, merchantability, or fitness, suitability, value or adequacy of the Property for any particular purpose, (v) the zoning or other legal status of the Property or any other public or private restrictions on use of the Property, (vi) the compliance of the Property or its operation with any applicable codes, laws, regulations, statutes, ordinances, covenants, conditions and restrictions of any governmental or quasi -governmental entity or of any other person or entity, (vii) the quality of any labor and materials used in any improvements on the Real Property, (viii) the condition of title to the Property (except the deed warranties), (ix) the value, economics of the operation or income potential of the Property, or (x) any other fact or condition which may affect the Property, including without limitation, the physical condition, value, economics of operation or income potential of the Property. In addition, Seller shall have no legal obligation to apprise Purchaser regarding any event or other matter involving the Property which occurs after the Effective Date or to otherwise update any due diligence items, unless and until an event or other matter occurs which would cause Seller to be unable to remake any of its representations or warranties contained in this Agreement. 9. Brokerage. Purchaser and Seller each represent and warrant to the other that it has had no dealings with any broker or agent in connection with this Agreement and the subject matter hereof, and each party agrees to pay, and hold harmless and indemnify the other from and • against, any and all costs, expenses or liabilities for compensation, commissions and other 4 amounts claimed by any other broker or agent allegedly retained, consulted or employed by such indemnifying party. 10. Miscellaneous. (a) This Agreement shall be binding upon and shall inure to the benefit of the parties hereto and to their respective successors and assigns. (b) This Agreement may be executed in counterparts, each of which shall be an original, but all of which shall constitute one instrument. (c) This Agreement (i) contains the entire understanding between the parties hereto with respect to the transactions contemplated herein; and (ii) may be altered or amended from time to time only by written instrument executed by both parties hereto. (d) This Agreement shall be interpreted in accordance with the laws of the State of Illinois. (e) The provisions of the Uniform Vendor and Purchaser Risk Act of the State of Illinois shall be applicable to this Agreement. [Signature Page Follows] • 5 0 IN WITNESS WHEREOF, the parties have executed this Agreement this day and year first written above. SELLER: CITY OF EVANSTON, A Home Rule unit of government By: Print Name: Wally Bobkiewicz Its: City Manager PURCHASER: CB LAND, LLC, an Illinois limited liability company, • By: Clearbrook, an Illinois not -for -profit corporation, its sole member M. Name: Its: • 31 Exhibit A [Final legal subject to final plat and donation credit issues] LOT 1 AND LOT 2 IN THE EMERSON SQUARE SUBDIVISION OF A PART OF SECTION 13, TOWNSHIP 41 NORTH, RANGE 13 EAST OF THE THIRD PRINCIPAL MERIDIAN IN COOK COUNTY, ILLINOIS ACCORDING TO THE PLAT THEREOF, RECORDED ON , 2012 AS DOCUMENT NUMBER Parcel Number: 10-13-209-021-0000 (part oD Real Estate Address: 1600 Foster Avenue, Evanston, Illinois • • • 121046.5 CJ This document was prepared by: After recording return to: EXHIBIT B DEED (The above space for recorder's use only) QUIT CLAIM DEED The City of Evanston, an Illinois home rule unit of government located in Cook County, Illinois ("Grantor") having an address of 2100 Ridge Avenue, Evanston, Illinois, 60201, for and in consideration of ONE AND NO/100 DOLLARS ($1.00) and other good and valuable considerations in hand paid, the receipt and sufficiency of which are hereby acknowledged, by these presents does grant, bargain and quit claim to CB Land, LLC, an Illinois limited liability company ("Grantee") having an address of 1835 W. Central Road, Arlington Heights, Illinois, 60005, all the following real property situated in the County of Cook, in the State of Illinois ("Property"), to wit: hereof. SEE EXHIBIT A ATTACHED HERETO AND MADE A PART HEREOF. Subject to subject to the matters set forth in Exhibit B attached hereto and made a part Grantor covenants as follows: 1. The real property is free from all encumbrances made by Grantor. 2. Grantor will warrant and defend the real property hereby conveyed against all lawful claims and demands of persons claiming by, through or under Grantor, but against no other • person. Permanent Real Estate Index Number: 10-13-209-021-0000 (part of) Address of Real Estate: 1600 Foster Avenue, Evanston, Illinois In Witness Whereof, said Grantor has executed this instrument as of , 2012. By: STATE OF ILLINOIS ) ) SS. COUNTY OF COOK ) The undersigned, an Illinois notary public, does hereby certify that personally known to me to be the of Grantor, and personally known to me to be the same person whose name is subscribed to the foregoing instrument, appeared before me in the County stated above this day in person and severally acknowledged that as such , he/she signed and delivered the said instrument, pursuant to authority given by the City Council of the City of Evanston, Illinois, and as his/her free and voluntary act, and as the free and voluntary act of said unit of government, for the uses and purposes set forth therein. Given under my hand and notarial seal this day of , 2012. Notary Public SEND SUBSEQUENT TAX BILLS TO: • • 40 • • EXHIBIT C TITLE COMMITMENT • • 11