HomeMy WebLinkAboutORDINANCES-1994-117-O-94•
10/18/94
117-0-94
AN ORDINANCE
AUTHORIZING THE CITY MANAGER TO ENTER INTO
A REAL ESTATE CONTRACT FOR THE SALE OF
PROPERTY AT 1817 CHURCH STREET, EVANSTON, ILLINOIS
WHEREAS, the City of Evanston owns the real property commonly known as
1817 Church Street, Evanston, Illinois, legally described as follows:
See Exhibit A
WHEREAS, the City Council of the City of Evanston has determined that
ownership of the aforesaid real estate is no longer necessary, appropriate, required or in the
best interest of the City of Evanston; and
WHEREAS, the City Council of the City of Evanston has determined that the
best interest of the City of Evanston would be served by the sale of said real estate to a
qualified party for private use; and
WHEREAS, pursuant to Ordinance 104-0-94, the City Council by a vote of 2/3
of the elected Aldermen then holding office did direct that the process to sell said Property %
be by negotiation on behalf of the City; and
WHEREAS, pursuant to said Ordinance, the negotiations have occurred; and
WHEREAS, the City ,Manager recommends that a sale between the City of
Evanston, as seller, and Carolina's Southern Kitchen, Inc. as buyer, be hereby accepted by
the City Council of the City of Evanston for the aforesaid real property legally described in
Exhibit A; and ``
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WHEREAS, the City Council finds and determines that the best interest of the
Cityof Evanston and its residents will be served b conveying the aforesaid real property •
Y � g
to Carolina's Southern Kitchen, Inc. on terms consistent with the contract set forth in Exhibit
B, attached hereto and incorporated herein by reference;
WHEREAS, the notice of intent to sell City property has been published in a
newspaper of general circulation in the City of Evanston as required by ordinance; and
NOW, THEREFORE, BE IT ORDAINED BY THE CITY COUNCIL OF THE CITY
OF EVANSTON, COOK COUNTY, ILLINOIS:
SECTION 1: The City Council of the City of Evanston finds as fad the recitals
hereinabove set forth.
SECTION 2: The negotiated sale to Carolina's Southern Kitchen, Inc., as buyer,
is hereby accepted by the City Council of the City of Evanston for the real property legally 0
described in Exhibit A and located at 1817 Church Street, Evanston, Illinois.
SECTION 3: The City Manager is hereby authorized and directed to sign, and
the City Clerk is hereby authorized and directed to attest, the contract in Exhibit B, pursuant
to 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 real property as he 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 the sale herein authorized, including other
documents referred to in said contracts.
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SECTION 5: All ordinances or parts of ordinances in d-Onfiki herewith are
hereby repealed.
SECTION 6: This ordinance shall be in full force and effem and after its
passage, approval, and publication in the manner provided by law.
Introduced
• S6TTEST
�ty C"Clerk
Appro ed as to for :
ration Coun I
•
3
, 1994
, 1994 .
Approv
ed: ' / 1994
,, �-a-r.._,
Mayor
Attachment A •
The West 1/2 of Lot 12 and the East 10 feet of Lot 13 in Block 3 of Merrill Ladd's Second
Addition to Evanston, being a subdivision of the West 1/2 of the Southwest 1/4 of the
Northeast 1/4 of Section 13, Township 41 North, Range 13 East of the Thins Principal
Meridian, Cook County, Illinois, commonly known as 1817 Church Street, Evanston, Illinois.
ARTICLES OF AGREEMENT FOR INSTALLMENT
0 PURCHASE OF REAL ESTATE
Articles of agreement made this day of
1994, by and between CITY OF EVANSTON, an Illinois municipal
corporation, seller, and Carolina's Southern Kitchen, . Inc. , an
Illinois corporation, purchaser.
Witnesseth: In consideration of the monies paid and
hereinafter to be paid by purchaser to seller, and of the other
mutual covenants and agreements herein contained, the parties
hereto agree as follows:
Article I
Covenants of Seller
1.1. Seller covenants and agrees to convey by warranty deed on
the date that the total purchase price and all other payments and
considerations herein shall have been paid, made, or tendered in
full to seller under the terms of this contract and assure to
purchaser title in fee simple to the real estate hereafter
described in paragraph 1.2, by a good and sufficient stamped
warranty deed, but subject to:
• (a)
General real estate taxes for the second installment of
1994, and subsequent years;
(b)
Special taxes or assessments for improvements not yet
completed;
(c)
Installments not due at date hereof of any special tax or
assessment for improvements heretofore completed; _
(d)
Zoning and Building ordinances;
.(e)
Public utility easements;
(f)
Public and private roads and highways;
(g)
Covenants and restrictions of record as to use and
occupancy;
(h)
Rights of persons claiming by, through, and under the
purchaser.
1.2. Description of real estate: (see legal descr'_ption in
Attachment A), cc=only known as 1817 Church Street,
Evanston, I lliaois.
1.3 Seller warrants and represents that there are and shall- be
no service contracts, agreements, licenses, invoices, bills, or
understandings of any nature, written or oral, which have not been
disclosed herein, which Purchaser will be required to assume, pay,
or be bou :d by.
• 1.4 (a) At _east five (f) busi=ess days prier to the initial
cloming, Seller shall fez=-4 sh or cause to be fur-ished to Purchaser
at Seller's expense a commi tment issued by a title insurance
company licensed to do business in Illinois, to issue a contract
purchaser's title insurance policy on the current form of American
Land Title Association Owner's Policy (or equivalent policy) in the
amount of the purchase price covering the date hereof, subject only
'(Z)
to (1) the general exceptions contained in the policy,
•permitted exceptions'; (3) prior permitted mortgages; (4) other
title exceptions pertaining to liens or encumbrances of a definite
or ascertainable amount, which may be removed by the payment of
money and which shall be removed at or prior to the initial
closing, and (5) acts done or suffered by or judgments against the
Purchaser, or those claiming by, through or under the Purchaser.
(b) If the title commitment discloses unpermitted exceptions, the
Seller shall have thirty (30) days from the date of delivery
thereof to have the said exceptions waived, or to have the title
insurer commit to insure against loss or damage that may be caused
by such exceptions and the initial closing shall be delayed, if
necessary, during said 30-day period to allow Seller time to have
said exceptions waived. If the Seller fails to have unpermitted
exceptions waived, or in the alternative, to obtain a commitment
for title insurance specified above as to such exceptions, within
the specified time, the Purchaser may terminate the contract
between the parties or may elect upon notice to the Seller within
ten (10) days after the expiration of the thirty (30) day period to
take the title as then is, with the right to deduct from the
purchase price, liens of encumbrances of a definite or.
ascertainable amount. If the Purchaser does not so elect, the
contract between the parties shall become null and void, without
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further action of the parties, and all monies paid by Purchaser
hereunder shall be refunded.
(c) Every title commitment which conforms with subparagraph 1.4 "a"
shall be conclusive evidence of good title therein shown, as to all
matters insured by the policy, subject only to special exceptions
therein stated.
(d) If a special tax search, Lien search, a judgment search, or the
title commitment disclose judgments against the Purchaser which may
become liens, the Serer may declare this Agreement null and void
and all earnest money shall be forfeited by the Purchaser.
(e) Purchaser's taking possession of the pre=--ses shall be
conclusive evide=ce that Purchaser in all respects accepts and is
satisfied with the physical condition of the premises, all matters
shown on the survey and the condition of title to the premises as
shourn to him on or before the initial closing. Seller shall upon
said delivery of possession have no further obligation with respect
to the title or to furnish further evidence thereof, except that
Seller shall re^ove any exception or defect not permitted under
subparagraph (a) or this paragraph resulting fro= acts done or
suffered by, or judg=eats agai:st the Seller between the _=itial
closing a:d the final closing.
.5 Seller shall :,:: pis : mu=chaser at or prior to the in:.tial
closing and again, prior to final closing, with ar Affidavit of
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Title, covering said dates, subject only to those exceptions
• permitted, prior mortgages, permitted and unpermitted exceptions,
if any, as to which the title insurer commits to extend insurance.
1.6 Prior to the initial closing, Seller shall deliver to
Purchaser a survey of the subject premises showing all improvements
existing as of the date of this Agreement, and all easements and
building lines.
1.7. (a) If required, Seller shall report this transaction to
the Illinois Department of Revenue (IDOR) promptly upon Seller's
acceptance of this Contract pursuant to the provisions of section
902 (d) and companion sections of the Illinois Revenue Act. (b)
Seller agrees to comply with the Illinois Responsible Property
Transfer Act by preparing and submitting the necessary
environmental disclosure documents to Purchaser and the title
insurance company, if required, at least ten (10) days prior to
closing.
I.e. The Seller will pay the following costs: The Seller's
attorney's fees, as well as the issuance of the owner's policy of
title insurance to the Purchaser, the cost of a new or recertified
survey done by a licensed land surveyor, the cost of any State,
County, and City of Evanston transfer tax stamps to be affixed to
the deed, if any.
• 1.9. Seller will deliver possession of the subject premises
free of tenants.
1.10. Purchaser will be entitled to possession immediately
upon completion of the first closing.
Article II -
Covenants of Purchaser
Purchaser covenants and agrees:
2.1.A. To pay seller the sum of $201.000.00, at zero per cent
interest as follows: $1000.00, earnest money, payable on or before
execution of this agreement, and the balance to be paid by check or
money order in United States currency, where seller may from tie
to time direct, as follows; $1,250.00 on the first day of
1994, and $1,250.00 on the first day of each and every month
thereafter, unless sooner paid, with a balloon payment on the first
day of the sixtieth month of this Agreement, of all amounts then
remaining unpaid.
The final sale price is determined as follows:
$110,000 base price
91.000 estimated rehabilitation costs
$201,000 Total Salerprice
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The sale price for the building will be reduced dollar -for -dollar •
by the amount of actual rehabilitation investment in the building
to a maxin = of 591,000. However, the final sale price of the
building will be no less than $110,000. Purchaser must furnish
Seller with evidence of rehabilitation expenditures.
B. Buyer shall be entitled to delivery of a Warranty Deed of
conveyance, in fee simple, Affidavit of Title, and other
documents customarily executed to effect such a
conveyance, at any time upon payment of all amounts due
hereunder in the form of a cashier's or certified check
made payable to Seller. The delivery of the cancelled
note to Seller shall be simultaneous with the balance of
the amount due hereunder the parties agree to complete
such exchange at the offices of the holder of the note,
may be required to comply with State, County or local
law. Seller shall pay the amount of any stamp tax ten
imposed by State or County law on the transfer of title
to Buyer, and Buyer shall pay any such stamp tax and meet
other requirements as then may be established by any
local ordinance with regard to the transfer of title to
Purchaser unless otherwise provided in the local
ordinance.
2.2. To pay prior to the due date, all taxes and current
installments of special assessments levied against said premises, •
and on demand, to exhibit receipts therefor.
2.3. Within a reasonable time after destruction or damage, to
rebuild or restore the building or improvements on said premises
that may have been destroyed or damaged.
2.4. To commit or suffer no waste to premises, and if
purchaser fails to keep said premises in repair, then seller may
cause said premises to be put in repair and purchaser agrees to pay
the cost thereof.
2.5 Purchaser understands that the subject premises are a
designated Evanston Landmark. Accordingly, Purchaser agrees to
abide by the Evanston Historic Preservation Ordinance with respect
to any exterior alterations.
2.6. 12-Ml77Y
A. Purchaser's insurance company shall insure the following
indemnity agreement:
"':he Purchaser shay_ :: de--.'_fy, protect a:.d sare ham? ess
the City of Eva=stun, its agents, officials and
erplcyees, agai :st all i :juries, deaths, loss danages, •
claims, pate:ts claims, suits, judgments, costs a:d
expenses which may in a: v-.+ise accrue against the City
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consequence of its entering into this installment
• contract or which may in anywise result therefrom,
whether or not it shall be alleged or determined that the
act was caused through the negligent act or omission of
the Purchaser or his/its employees, of any persons doing
work on the subject premises or being employed thereon,
or of the City or its employees; and the Purchaser shall,
at his own expense, appear, defend and pay all charges of
attorneys and all costs and other expenses arising
therefrom or incurred in connection therewith; and, if
any judgments shall be rendered against the City in any
such act, the Purchaser shall, at his •own expense,
satisfy and discharge same.'
In the event of any conflict between the language of the
insurance policy(s) and the above -recited indemnity
agreement, the indemnity agreement shall govern.
B. To keep all buildings and contents on said premises
insured against loss by fire and extended coverage risks,
in companies approved by seller to the full insurable
value thereof or to the amount of indebtedness hereunder
whichever is larger, either written in favor of or with
suitable loss payable clauses attached, making the loss,
if any, payable clauses attached, making the loss, if
any, payable to the parties as their interests may
appear, and deliver such policies or renewals as directed
by seller.
C. Purchaser shall not take vossession of the subject
vremises until he has obtained the recuired insurance and
has received written aunroval of such insurance by the
City's Director of Safety and Risk uanacement. The
Purchaser shall furnish, when requested, a certified copy
of the policy(s) to the City. The policy(s) shall
provide, in the event the insurance should be changed or
cancelled, such change or cancellation shall not be
effective until thirty (30) days after the City has
received written notice from the insura ice comp=y(s) .
Such notice shall be mailed to the City in care of the
Safety Department, 2100 Ridge Avenue, Evanston, Illinois,
60201 and also to the Plan -mg Division, Ca=unity
Development Department, City of Evanston, 2100 Ridge
Avenue, Evanston, Illinois 60201. An insurance company
having less than a B+ Policyholders Rating by the Alfred
M. Best and Ccmpany, Inc. will not be considered
acceptable. The City of r`vanston Host be named as an
additicnal insured and named as certificate holder.
A. Purchaser *hall not commence re--cdel_:.c cr repairs z:n-41
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he has obtained all insurance required herein and such
insurance has been approved by the.City's Director of
Safety and Risk Management. Nor shall Purchaser allow•
anyone to commence work until all similar insurance has
been so obtained.
B. Purchaser shall furnish two (2) copies of certificates,
with the City named as an additional insured, showing the
m;ni=zm coverage described in Exhibit B in an insurance
company acceptable to the City'a Director of Safety and
Risk Management.
2.8. To keep all buildings on said premises insured against
loss by fire and extended coverage risks, in companies approved by
Seller to the full insurable value thereof or to the amount of
indebtedness hereunder whichever is larger, either written in favor
of or with suitable loss payable clauses attached, making the loss,
if any, payable to the parties as their interests may appear, and
deliver such policies or renewals as directed by seller.
2.9. To permit no encumbrance whatsoever to attach to said
premises, and, without limiting the generality of the foregoing, to
permit no mechanics or other lien to attach to said premises and to
secure in connection with any contract, written or oral, for
repairs or improvements, a written waiver or release of any and all
right of lien against the property.
2.10. To make no contract for major improvements or •
alterations without the prior written waiver or release of any and
all right of lien against the property.
2.11. To comply with all requirements of law or municipal
ordinances with respect to the premises and the use thereof,
including, but not limited to, the Americans with Disabilities Act
and any legislation regarding lead -based paint.
2.12. Purchaser will, expeditiously after the initial
closing, take all steps necessary to return the subject property to
the tax rolls and maintain it thereon.
Article III
Additional Covenants and Agreements
of Seller and Purchaser
Seller and purchaser covenant and agree:
3.1. No right, title or interest, legal or equitable, '_a said
premises shall vest in purchaser until delivery of deed or until
the purchase price herein and all other paynents he: ern shall have .
been paid or to :dered i n full to seller.
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3.2. Time of payment shall be of the essence of this
• contract, and the covenants and agreements herein shall extend to
and be obligatory upon the heirs, executors, administrators,
successors, and assigns of the respective parties.
3.3. Purchaser will have 10 days' grace period in making all
payments specified.
3.4. Seller has exhibited to purchaser satisfactory evidence
of title, in the amount of the purchase price showing title in
seller, subject only to the matters herein specified, and to usual
objections contained in owner's• title guaranty policies or
certificate of title; such evidence shall remain with the seller as
further security until the deferred installments are fully paid and
any further continuance of title subsequent to the date hereof
shall be at the expense of purchaser.
3.5. In the event of the termination of this agreement by
lapse of time, forfeiture or otherwise, all improvements, whether
finished or unfinished on the premises, (which may be put upon, and
on, said premises by the purchaser) shall belong to and be the
property of the seller without liability or obligation on seller's
part to account to purchaser therefor.
3.6. Purchaser shall pay to seller all costs and expenses,
•including attorney's fees, incurred by seller in any action or
proceeding to which seller may be made a party by reason of being
a party to this agreement, and purchaser will pay to seller all
costs and expenses, including attorney, s fees incurred by seller in
enforcing any of the covenants and provisions of this agreeme=t and
incurred in any action brought by seller against the purchaser on
account of the provisions hereof, and all such costs, expenses and
attorneys fees may be included in and form a part of any judgment
entered in any proceeding brought by seller against purchaser on or
under this agreement.
3.7. Purchaser may make additional payment of principal from
time to time in the amount of the next one or more or all cf the
principal payments that would normally have been due.
3.8. in the event of a breach by purchaser of any cf the
aforesaid covenants or of the failure of purchase: to make anv of
the payments, at the time and in the manner specified, this
contract, at the option of seller, shall be forfeited and
determined, and purchaser shall forfeit all payments made o= this
contract, aid such payments shall be retained by seller in
satisfaction and liquidation of damage sustained and seller shall
have the right to re-enter and take possession of the pre ses
aforesaid, and a .rr itten notice of such forfeiture, and re-entry
• served upon purchaser or recorded in the recorder's office cf the
ccu:ty shall be suffic4,ent evidence of such election, forfe:tore,
a: d re-entry, and all _ cat in and title to said p=e-- ses a :d any
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and all improvements made upon said premises by purchaser shall
vest in the seller. •
3.9. The remedy of forfeiture herein given to seller shall
not be exclusive of any other remedy, but seller in case of default
or breach, or for any other reason herein contained, shall have
every other remedy given by this agreement and by law or equity,
and shall have the right to maintain and prosecute any and every
such remedy, contemporaneously or otherwise-,-rith the exercise of
the right of forfeiture, or any other right herein given.
3.10. No assignment -or transfer of this contract shall be
made by purchaser.
3.11. Purchaser may record this contract at its own expense
and procure duplicate evidence of title.
3.12. Purchaser hereby agrees, in good faith, to diligently
seek a mortgage on said premises to pay off all sums owed under
this agreement before ,.19_. Upon request, purchaser
shall, from time to time, present seller with evidence of
purchaser's good -faith efforts to obtain said mortgage. Should
purchaser breach the duty of this paragraph, it agrees to be liable
to seller for damages it may suffer in having this agreement at
below market interest, and due to inflation.
3.13. Purchaser has presented to seller plans, •
specifications, and firm price contract from [contractor] , which
improvements to the premises are approved by seller. Purchaser
agrees to be liable for all the payments of all improvements and
alterations to the premises made by purchaser from time to time.
Purchaser warrants and guarantees to seller that it shall make the
alterations and improvements to the premises set out in said
approved plans, specifications and contract; and such warranty and
guarantee is a material consideration of seller entering into this
agreement.
3.14. To secure seller against mechanic's liens, and to
insure that said remodeling and repairs shall be completed,
purchaser, upon execution by seller of this agreement, shall
deposit with a title insurance company approved by seller the full
sum of said firm price contract, i.e., $ The parties
will enter into an escrow agreement with the title ccmpany, before
any construction commences, directing them to make periodic
payments to the contract or upon proof of construction and receipt
of lien waivers. The cost of such escrow shall be borne by the
purchaser.
3.15. Purchaser hereby represe^ts, warrants, and gua=a :tees
to seller that it has entered into this agreement with the present •
sole purpose of a) of usiaS the seccnd a :d third =loors as the
pr_ncipal residence of Rando:ph Rcebuck, proprietor cf purchaser,
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with no right to sublet, and b) remodeling the first floor of the
premises into a Type I Restaurant as that term is now or hereafter
defined in the Evanston Zoning Ordinance, and that it is intended
only for commercial purposes; and that if at anytime Purchaser may
convert, or use all or any part of the first floor for other than
commercial purposes, or uses the second and third floors for any
use other than his own principal residence, seller shall have the
right to declare the balance of any principal, accrued, interest,
or any other sums due seller, to then be due and payable.
3.16. Seller makes no representation that the premises are
suitable for or may, be used for any specific purpose, and purchaser
assumes all risk of zoning, building permits and the like.
3.17. Seller shall remove, before closing, any and all of its
furniture and equipment in the subject premises. Purchaser
acknowledges that the removal of said property may cause minor
holes, chipping in floors and walls:, for which seller shall have no
liability to purchaser. Purchaser's remodeling contract covers
repair of such damage.
3.18. Purchaser and seller have negotiated this contract for
approximately one year. Ali written contracts and agreements of
the parties, any and all oral promises and representations are, by
these presents, declared and terminated, cancelled, null and void,
• and this agreement embodies all of the promises, agreements,
representations and warranties of the parties.
3.19. Seller and Purchaser may, at any time, re -negotiate or
amend the terms of this Agreement and any documents executed
pursuant to it. Any such changes are not valid unless reduced to
writing and signed by Seller and Purchaser.
3.20. All promises, agreements, and undertakings of Seller
and Purchaser in this document are declared to be covenants, the
obligation to perform which shall survive the initial and final
closings.
3.21. Fifteen days' physical absence by Purchaser with any
installment being unpaid, or removal of the substantial portion of
Purchaser's personal property or trade fixtures with install=,-=ts
being paid, and, in either case, reason to believe Purchaser has
vacated the premises with no intent again to take possession
thereof shall be conclusively deemed to be an abandonment of the
premises by Purchaser. In such event, and in addition to Seller's
remedies set forth here'_n, Seller nay, but need not, enter upon the
premises and act as Purchaser's agent to' perform necessary
to re -sell the premises outright or on
decorating a=d repairs and
•terms similar to those contained in this agreement with allowance
for then existing marketi:g co=diticns. Purchaser shall be
conclusively deemed to have abandoned any personal property
remaining on or about the presses and Purchaser's interest t'ne_e:n
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shall thereby pass under this Agreement as a bill of sale to Seller
without additional payment by Seller to Purchaser.
3.22. No brokers were used in this transaction.
3.23. So long as Purchaser is not in default under this
Agreement, Seller covenants that Purchaser shall be entitled to
quiet enjoyment of the subject premises.
3.24. This Agreement does not create a joint venture.
3.25. Purchaser agrees that it will not initiate any action
against Seller arising out of the presence of any hazardous waste
or other environmental condition found on the premises after the
date of the first closing. Purchaser agrees to indemnify and hold
harmless, Seller, its successors and assigns, against any and all
damages, claims, loss, liabilities, and expenses, and settlements
and compromises of litigation, including without limitation,
reasonable legal, accounting, consulting, engineering, and other
expenses, which may be imposed upon or incurred by seller, arising
out of or in connection with any environmental contamination or
pollution found, occurring, or alleged to occur on the premises
after the date of the first closing, including the exposure of any
person to any such environmental contamination or pollution
regardless of whether such environmental contamination or pollution
resulted from any activities of any third party. This indemnity
shall survive the transfer of title.
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3.26. Notices to the parties are to be in writing, delivered
in person or by first-class mail, return receipt requested, and are
effective upon receipt. Notices are to be sent to:
Seller
Director of Community Development
City of Evanston
2100 Ridge Avenue
Evanston IL 60201
and
Law Department
City of Evanston
2100 Ridge Avenue
Evanston, IL 60201
Purchaser
Carolina's Southern Kitchen
Randolph Roebuck
1817 Church Street
Evanston, IL
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Therefore, for the considerations and mutual premises set forth
above, the parties hereto not their hands.
Seller
City of Evanston
By: Iric Anderson
City Manager
Attest: City Clerk
lCirstea F. Davis
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Purchaser
Carolina's Southern Kitchen
By: Randolph Roebuck
•Articles of Agreement for
Installment Purchase of Real Estate
Attachment A
The rest 1/2 of Lot 12 and the Bast 10 feet of Lot 13 in Block 3 of
Merrill Ladd's Second Addition to Evanston, being a subdivision of
the West 1/2 of the Southwest 1/4 of the Northeast 1/4 of Section
13, Township 41 North, Range 13 East of the Third Principal
Neridian, Cook County, Illinois, cc=only known as 1817 Church
Street, Evanston, Illinois.
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