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Home My WebLink About051-O-23 Authorizing the Sale of City-Owned Property at 1805 Church Street, 1708 Darrow Avenue, and 1710 Darrow Avenue Evanston, Illinois5/22/23 WHEREAS,the City of Evanston owns real property located at 1805 Church Street, 1708 Darrow Avenue, and 1710 Darrow Avenue, Evanston, Illinois, and legally described in Exhibit A, attached hereto and incorporated herein by reference (the “Subject Property”); and WHEREAS,pursuant to Ordinance 4-O-21, the City Council, by a vote of at least two-thirds (⅔) of the elected Aldermen then holding office, did direct the City Manager to negotiate the sale of the Subject Property on behalf of the City; and WHEREAS,pursuant to Ordinance 4-O-21, the City Manager has negotiated the sale of the Subject Property; and WHEREAS,the City Manager recommends that the City Council hereby approve the sale of the Subject Property, with the City of Evanston as Seller and Housing Opportunity Development Corporation (HODC), as Buyer; and WHEREAS,as required by Section 1-17-4-2(B) of the Evanston City Code, 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 May 25, 2023, neither less than fifteen (15) nor more than thirty (30) days ~1~ Page 1 of 54 Doc ID: 4cb2c7a583d52b31215562c2979a6472854cb7f7 51-O-23 before the date on which the City Council considered adoption of this ordinance authorizing the sale of the Subject Property; and WHEREAS,the Evanston City Council finds that it is in the best interests of the City to sell the Subject Property. NOW 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 Subject Property with the City as Seller and Housing Opportunity Development Corporation 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 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. ~2~ Page 2 of 54 Doc ID: 4cb2c7a583d52b31215562c2979a6472854cb7f7 51-O-23 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:______________ Nays:______________ Introduced:_________________, 2023 Adopted:___________________, 2023 Approved: __________________________, 2023 _______________________________ Daniel Biss, Mayor Attest: _____________________________ Stephanie Mendoza, City Clerk Approved as to form: _______________________________ Nicholas E. Cummings, Corporation Counsel ~3~ July 10 May 22 Harris, Wynne, Nieuwsma, Burns, Revelle, Reid Kelly, Suffredin Absent: ____________Geracaris Page 3 of 54 Doc ID: 4cb2c7a583d52b31215562c2979a6472854cb7f7 July 12 51-O-23 EXHIBIT A LEGAL DESCRIPTION ~4~ Page 4 of 54 Doc ID: 4cb2c7a583d52b31215562c2979a6472854cb7f7 Form LND - "TOTAL" appraisal software by a la mode, inc. - 1-800-ALAMODE 1805 Church 41225 N/A 8092.00 16984-Evanston 1805 Church St Evanston Cook IL 60201 See addendum. N/A N/A N/A N/A N/A N/A Client: Richard Koenig (HODC)N/A Vacant land Mark T. Saleh, MAI, IL Certified General AppraiserAppraise at fair market value. 35 15 20 5 5 2 1 17 Parks, schools, etc. 150,000 2,400,000 630,000 0 90+90+ See attached addendum. 105.40 x 160.00 16,864 B2 Business District See comments in the addendum. Concrete Flat Typical for area Rectangular Mixed-use, Residential Appears adequate. None noted. Typical utility easements. I have performed the four tests for the highest and best use. It was determined that the highest and best use for the subject is to hold the site vacant for future development. 1805 Church St Evanston N/A per sq.ft: Exterior inspection N/A Average 16,864 sf Site Improved:Vacant Zoning:B2 Business District SALE PRICE N/A ADJ. PRICE/SQ.FT.N/A N/A 1410 Greenleaf St Evanston, IL 60202 0.83 miles SE 48.27 MLS #11046667, Tax records 05/06/2021 Average/Similar 7,500 sf (-10%) Vacant B1 (+5%) $362,000 $46 Cash to seller None noted 1613 Church St Evanston, IL 60201 0.10 miles E 32.68 Tax records, Office files 08/31/2016 (+5%) Average/Similar 9,487 sf (-5%) Vacant WE1-R4 (-5%) $310,000 $31 Cash to seller None noted 1611 Church St Evanston, IL 60201 0.13 miles E 34.98 CoStar, Tax records, Broker 12/09/2021 Average/Similar 42,162 sf (+10%) Improved (-5%) WE1-R4 (-5%) $1,475,000 $35 Cash to seller Nonte noted Comp. #1 has a similar location. The inverse relationship between size and PPSF is offset by inferior lower density zoning that allows fewer uses by right. Comp. #2 has a very similar location. Inferior market conditions at the time of sale offset by inverse relationship between size and PPSF. Superior zoning in WE1-R4 subdistrict which allows all residential multi-unit construction. Comp. #3 has a larger site and there is an inverse relationship between size and PPSF. A positive adjustment was made. Superior zoning. The site was improved at the time of sale by an industrial building. The buyer will gut renovate and convert the building to a mixed-use live/work type building. Thus, the improvements added some value to the site. However, the broker reports that interest was also seen from developers looking to raze the improvements and build new. These offers were reported to be slightly lower than the contract price. Emphasis is placed on the price per square foot in valuing the subject. The comparables indicate a range of $31 to $46 in the adjusted price per square foot. With emphasis on the subject's location, size and demand for land at this time, we have selected a value of $35 p/s/f for the subject. $35 x 16,864 sf = $590,240. Rouned, say, $590,000. 01/26 22 590,000 Mark T. Saleh, MAI, IL Certified General Appraiser Maloney Appraisal Co. Inc. 20 LAND APPRAISAL REPORT File No.IDENTIFICATIONBorrower Census Tract Map Reference Property Address City County State Zip Code Legal Description Sale Price $Date of Sale Loan Term yrs.Property Rights Appraised Fee Leasehold De Minimis PUD Actual Real Estate Taxes $(yr)Loan charges to be paid by seller $Other sales concessions Lender/Client Address Occupant Appraiser Instructions to Appraiser NEIGHBORHOODLocation Urban Suburban Rural Built Up Over 75%25% to 75%Under 25% Growth Rate Fully Dev.Rapid Steady Slow Property Values Increasing Stable Declining Demand/Supply Shortage In Balance Oversupply Marketing Time Under 3 Mos.4-6 Mos.Over 6 Mos. Present Land Use % 1 Family % 2-4 Family % Apts.% Condo % Commercial % Industrial % Vacant % Change in Present Land Use Not Likely Likely (*) Taking Place (*) (*) From To Predominant Occupancy Owner Tenant % Vacant Single Family Price Range $to $Predominant Value $ Single Family Age yrs. to yrs.Predominant Age yrs. Good Avg. Fair Poor Employment Stability Convenience to Employment Convenience to Shopping Convenience to Schools Adequacy of Public Transportation Recreational Facilities Adequacy of Utilities Property Compatibility Protection from Detrimental Conditions Police and Fire Protection General Appearance of Properties Appeal to Market Comments including those factors, favorable or unfavorable, affecting marketability (e.g. public parks, schools, view, noise):SITEDimensions =Sq. Ft. or Acres Corner Lot Zoning classification Present Improvements do do not conform to zoning regulations Highest and best use Present use Other (specify) Public Elec. Gas Water San. Sewer Underground Elect. & Tel. Other (Describe)OFF SITE IMPROVEMENTS Street Access Public Private Surface Maintenance Public Private Storm Sewer Curb/Gutter Sidewalk Street Lights Topo Size Shape View Drainage Is the property located in a HUD Identified Special Flood Hazard Area?No Yes Comments (favorable or unfavorable including any apparent adverse easements, encroachments, or other adverse conditions):MARKET DATA ANALYSISThe undersigned has recited three recent sales of properties most similar and proximate to subject and has considered these in the market analysis.The description includes a dollar adjustment reflecting market reaction to those items of significant variation between the subject and comparable properties.If a significant item in the comparable property is superior to or more favorable than the subject property, a minus (-)adjustment is made thus reducing the indicated value of subject; if a significant item in the comparable is inferior to or less favorable than the subject property, a plus (+) adjustment is made thus increasing the indicated value of the subject. ITEM SUBJECT PROPERTY COMPARABLE NO. 1 COMPARABLE NO. 2 COMPARABLE NO. 3 Address Proximity to Subject Sales Price $$$$ Price $$$$ Data Source Date of Sale and DESCRIPTION DESCRIPTION DESCRIPTION DESCRIPTION+(–)$ Adjust.+(–)$ Adjust.+(–)$ Adjust. Time Adjustment Location Site/View Sales or Financing Concessions Net Adj. (Total)+++$ $ Indicated Value of Subject –––$ $ $ $RECONCILIATIONComments on Market Data: Comments and Conditions of Appraisal: Final Reconciliation: I ESTIMATE THE MARKET VALUE, AS DEFINED, OF SUBJECT PROPERTY AS OF to be $ Appraiser(s)Review Appraiser (if applicable) Did Did Not Physically Inspect Property [Y2K] Page 5 of 54 Doc ID: 4cb2c7a583d52b31215562c2979a6472854cb7f7 Form LND.(AC) - "TOTAL" appraisal software by a la mode, inc. - 1-800-ALAMODE 1805 Church 41225 1805 Church St Evanston N/A per sq.ft: Exterior inspection N/A Average 16,864 sf Site Improved:Vacant Zoning:B2 Business District SALE PRICE N/A ADJ. PRICE/SQ.FT.N/A N/A 999 Howard St Evanston, IL 60202 2.09 miles SE 39.26 Tax records, MLS #09687732 07/30/2020 Average/Similar 14,646 sf Vacant C1 (+10%) $575,000 $43 Cash to seller None noted 1108 Dodge Ave Evanston, IL 60202 0.74 miles S 47.88 MLS #10995487, Tax records Active listing (-25%) Average/Similar 25,065 sf (+10%) Demo (+2%) C1 (+10%) $900,000 (proj.) $46 Assumed cash Comp. #4 has a similar overall location. Similar size. Inferior zoning. Comp. #5 has been on the market for 344 days at the same list price. The comparable is ripe for a reduction. Thus, a large 25% listing discount was applied. Inferior zoning. This is also a larger site and there is an inverse relationship between size and PPSF. 4 5 6 LAND APPRAISAL REPORT MARKET DATA ANALYSIS MARKET DATA ANALYSISFile No. ITEM SUBJECT PROPERTY COMPARABLE NO. COMPARABLE NO. COMPARABLE NO. Address Proximity to Subject Sales Price $$$$ Price $$$$ Data Source Date of sale and DESCRIPTION DESCRIPTION DESCRIPTION DESCRIPTION+( )$ Adjust.+( )$ Adjust.+( )$ Adjust.––– Time Adjustment Location Site/View Sales or Financing Concessions Net Adj. (Total)+++––– Indicated Value of Subject $$$ $$$COMMENTSComments: Page 6 of 54 Doc ID: 4cb2c7a583d52b31215562c2979a6472854cb7f7 I. Description of the Site The subject property is part of a larger parcel located on the northwest corner of Church Street and Darrow Avenue in the City of Evanston. The site to be appraised does not carry its own PIN(s) as delineated in this report. Rather, it is covers parts of multiple parcels/PINs. The current site that the subject is part of is owned by two entities: The western parcel is owned by Mt. Pisgah Ministry, Inc. and the eastern parcel is owned by the City of Evanston. The site being appraised will be donated to the client, Housing Opportunity Development Corporation, a not-for-profit entity, by the current owners and the City of Evanston. This appraisal will be used in connection with the donation. The client has stated that the property to be appraised is an interior 105.64' x 160.00' rectangular shaped site located approximately 75.00 feet west of Darrow Avenue. We have not been provided with a plat of subdivision for the site as described in this report. We assume that the lot size used and location of the site is accurate. We reserve the right to review this report and alter our opinion of value if this is not the case. II. Zoning See attached zoning description. III. Highest and Best Use Analysis The subject is being appraised as-is. Many commercially-zoned sites in secondary locations remain vacant and/or underutilized. Very little, if any, new construction was noted in the subject’s immediate area. If the subject had a premier Evanston location near the heart of downtown, construction may be feasible. However, rising construction costs and scarcity of labor has sidelined many developments planned for secondary locations like the subject. The conclusion of this report is that the highest and best use for the subject is to hold the site vacant for future development. We note that the donatee plans to build a multi-unit, mixed-use, affordable housing structure with 3,000 sf of ground-floor commercial space and 44 affordable rental units above. We have not been provided with plans, specifications or a construction budget. Furthermore, the land will be donated. It is beyond the scope of this appraisal to determine the feasibility of this development. The subject is being appraised as is. If development was feasible, a typical purchaser would build a mixed-use building with ground floor commercial and market-rate residential units above. Our feasibility analysis takes into account the cost that a typical purchaser would pay for the site and market rate construction costs. Development of the site does not appear to be feasible at this time. Recent comparable data was limited. Thus, we expanded our search back five years. Strong weight was placed on Comparables #2 and #3 located on Church Street. The comparables selected are the best indicators of value. Due to the lack of truly comparable sales data we have also relied on conversations with area brokers. A conservative approach to value is appropriate given current market conditions, rising construction costs and the demand for commercially zoned land. Supplemental Addendum 41225 N/A 1805 Church St Evanston Cook IL 60201 Client: Richard Koenig (HODC) Mark T. Saleh, MAI, IL Certified General Appraiser 553.002479 IL 02/01/2022 Form TADD2 - "TOTAL" appraisal software by a la mode, inc. - 1-800-ALAMODE Borrower Lender/Client Property Address City County State Zip Code File No. Signature Name State Certification #State Or State License #State Date Signed Signature Name State Certification #State Or State License #State Date Signed Page 7 of 54 Doc ID: 4cb2c7a583d52b31215562c2979a6472854cb7f7 IV. Community Analysis The subject property is located within the City of Evanston in Cook County, in the northeastern section of Illinois. Evanston is situated approximately 12 miles north of Chicago’s central business district. Evanston is surrounded by the Village of Wilmette to the north, the City of Chicago to the south, Lake Michigan to the east and the Village of Skokie to the west. Evanston was founded in 1863 and encompasses approximately 7.8 square miles. The population for Evanston was 78,110 per the most recent American Community Survey from the Census Bureau. This is up 4.9% from 2010 or 0.49% per year. The Community saw a 0.3% increase from 2000 to 2010 or 0.03% per year. Thus, the past decade has seen an accelerated population growth. This is a positive factor. The median household income for Evanston was reported at $78,904 as of 2019 per the Census Bureau. The 2019 number is 22% higher than the median household income of Cook County as a whole reported in 2019. Per the 2019 statistics, 14.9% of homes in Evanston have a median income level between $100,000 and $149,999 and 26.6% are over $150,000. 36.0% of the total housing stock is detached single family homes, 13.3% is 2–4-unit buildings, and 50.6% is buildings with 5 or more units. 55.7% of the housing stock is owner occupied. A growing population and above-average median income levels are positive factors for the City of Evanston. Evanston has a mix of residential, commercial, industrial and institutional uses. The predominant land use within this city is residential which includes single and multi-family dwellings. The majority of the housing stock is over 30-years old. Commercial development is located primarily in a six square block central business district as well as along major thoroughfares that include Chicago Avenue, Oakton, Howard, Dempster, Main, Church and Central Streets, and Sherman and Dodge Avenues. Industrial and manufacturing development is located primarily in the southwestern section of the city along the Chicago Northwestern railroad right-of-way. Institutional uses include Northwestern University. Supplemental Addendum 41225 N/A 1805 Church St Evanston Cook IL 60201 Client: Richard Koenig (HODC) Mark T. Saleh, MAI, IL Certified General Appraiser 553.002479 IL 02/01/2022 Form TADD2 - "TOTAL" appraisal software by a la mode, inc. - 1-800-ALAMODE Borrower Lender/Client Property Address City County State Zip Code File No. Signature Name State Certification #State Or State License #State Date Signed Signature Name State Certification #State Or State License #State Date Signed Page 8 of 54 Doc ID: 4cb2c7a583d52b31215562c2979a6472854cb7f7 The City of Evanston is bound by Wilmette to the north, the City of Chicago to the south, Lake Michigan to the east, and Skokie to the west. Only scattered parcels of vacant land remain, and there is little room for expansion. Population growth has largely been achieved through construction of higher density housing near the City center. The housing stock in Evanston features architectural styles that include Victorian cottages, Colonial mansions, and some Frank Lloyd Wright designs. Ranches, bungalows and split-levels are dominant in newer areas. Numerous conversions have taken place in the past ten years, predominantly east of Chicago Avenue near the lakefront. The apartment rental market is strong due, in part, to the needs of university students. Evanston's central business district has maintained its presence as a viable commercial/retail area despite the proliferation of retail development along outlying commercial thoroughfares. The central business district has been preserved and contains many national chains as well as upscale boutiques and cafes. The downtown area has several financial institutions, office complexes and commercial retail properties. Shops and boutiques offer a wide variety of merchandise. Evanston also has many local strip shopping malls. There are greater than 100 eating establishments, several of which are regionally known. Following the academic atmosphere of Northwestern University, the City's elementary and high schools are recognized for their innovative programs and teaching excellence. Evanston is also home to other schools of higher learning including nursing, theology and culinary training. The City of Evanston provides all typical private and public services including police and fire protection, and the Evanston Park District maintains extensive parks, beaches and recreational facilities. Cook County Forest Preserve Districts are also within Evanston. Access to Evanston is considered to be average. Lake Shore Drive begins south of the city limits providing access to downtown Chicago. The Edens Expressway (I-94) is located several miles west of Evanston providing access to the expressway/tollway system. CTA bus lines provide local public transportation. Four local CTA bus lines, seven CTA train stations and two Metra commuter train stops serve Evanston. Travel time to downtown Chicago via commuter rail is 35 minutes on a local train and 21 minutes on an express train. The trip takes 45 minutes on the CTA's Purple Line Express. We have conducted a survey of the MLS for the Evanston community. Within the past year, 512 detached units sold ranging from $151,500 to $2,400,000 with a median sale price of $629,500 and an average marketing time of 41 days. Median sale prices are now seeing a positive trend after 12 to 24 months of flattening to modestly declining values as buyers prefer the space and low-density of the suburbs due to the Covid 19 pandemic. The median sale price over the past year is up 9% over the prior 12-month period. Real estate values in Evanston for attached units have also seen a recent positive trend. Within the last year, 719 attached dwellings sold in Evanston ranging in price from $51,250 to $1,630,000. The average marketing time during this period was 69 days. The median sale price was $266,000. This is up 3% over the prior 12-month period ($259,000). Evanston is a mature community that has an advantageous location convenient to the city of Chicago. The city has a higher median household income than the State of Illinois as a whole. Development in this community is limited by the lack of vacant land. These factors should offer stability to the area. The future of Evanston is generally considered good. The city has an attractive combination of elements necessary to nurture and sustain a healthy business environment including a convenient location, transportation facilities, efficient public utility service and a large varied stable work force. Supplemental Addendum 41225 N/A 1805 Church St Evanston Cook IL 60201 Client: Richard Koenig (HODC) Mark T. Saleh, MAI, IL Certified General Appraiser 553.002479 IL 02/01/2022 Form TADD2 - "TOTAL" appraisal software by a la mode, inc. - 1-800-ALAMODE Borrower Lender/Client Property Address City County State Zip Code File No. Signature Name State Certification #State Or State License #State Date Signed Signature Name State Certification #State Or State License #State Date Signed Page 9 of 54 Doc ID: 4cb2c7a583d52b31215562c2979a6472854cb7f7 Zoning - Page 1 Form SCNLGL - "TOTAL" appraisal software by a la mode, inc. - 1-800-ALAMODE Page 10 of 54 Doc ID: 4cb2c7a583d52b31215562c2979a6472854cb7f7 Zoning - Page 2 Form SCNLGL - "TOTAL" appraisal software by a la mode, inc. - 1-800-ALAMODE Page 11 of 54 Doc ID: 4cb2c7a583d52b31215562c2979a6472854cb7f7 Zoning - Page 3 Form SCNLGL - "TOTAL" appraisal software by a la mode, inc. - 1-800-ALAMODE Page 12 of 54 Doc ID: 4cb2c7a583d52b31215562c2979a6472854cb7f7 Form ACR - "TOTAL" appraisal software by a la mode, inc. - 1-800-ALAMODE Maloney Appraisal Co. Inc. DEFINITION OF MARKET VALUE:The most probable price which a property should bring in a competitive and open market under all conditions requisite to a fair sale,the buyer and seller, each acting prudently, knowledgeably and assuming the price is not affected by undue stimulus. Implicit in this definition is the consummation of a sale as of a specified date and the passing of title from seller to buyer under conditions whereby: (1) buyer and seller are typically motivated; (2) both parties are well informed or well advised,and each acting in what he considers his own best interest;(3)a reasonable time is allowed for exposure in the open market; (4) payment is made in terms of cash in U.S.dollars or in terms of financial arrangements comparable thereto;and (5) the price represents the normal consideration for the property sold unaffected by special or creative financing or sales concessions*granted by anyone associated with the sale. *Adjustments to the comparables must be made for special or creative financing or sales concessions. No adjustments are necessary for those costs which are normally paid by sellers as a result of tradition or law in a market area;these costs are readily identifiable since the seller pays these costs in virtually all sales transactions.Special or creative financing adjustments can be made to the comparable property by comparisons to financing terms offered by a third party institutional lender that is not already involved in the property or transaction. Any adjustment should not be calculated on a mechanical dollar for dollar cost of the financing or concession but the dollar amount of any adjustment should approximate the market's reaction to the financing or concessions based on the appraiser's judgement. STATEMENT OF LIMITING CONDITIONS AND APPRAISER'S CERTIFICATION CONTINGENT AND LIMITING CONDITIONS:The appraiser's certification that appears in the appraisal report is subject to the following conditions: 1.The appraiser will not be responsible for matters of a legal nature that affect either the property being appraised or the title to it.The appraiser assumes that the title is good and marketable and,therefore,will not render any opinions about the title.The property is appraised on the basis of it being under responsible ownership. 2.The appraiser has provided a sketch in the appraisal report to show approximate dimensions of the improvements and the sketch is included only to assist the reader of the report in visualizing the property and understanding the appraiser's determination of its size. 3.The appraiser has examined the available flood maps that are provided by the Federal Emergency Management Agency (or other data sources) and has noted in the appraisal report whether the subject site is located in an identified Special Flood Hazard Area. Because the appraiser is not a surveyor,he or she makes no guarantees, express or implied, regarding this determination. 4.The appraiser will not give testimony or appear in court because he or she made an appraisal of the property in question, unless specific arrangements to do so have been made beforehand. 5.The appraiser has estimated the value of the land in the cost approach at its highest and best use and the improvements at their contributory value.These separate valuations of the land and improvements must not be used in conjunction with any other appraisal and are invalid if they are so used. 6.The appraiser has noted in the appraisal report any adverse conditions (such as,needed repairs,depreciation, the presence of hazardous wastes, toxic substances,etc.)observed during the inspection of the subject property or that he or she became aware of during the normal research involved in performing the appraisal.Unless otherwise stated in the appraisal report, the appraiser has no knowledge of any hidden or unapparent conditions of the property or adverse environmental conditions (including the presence of hazardous wastes, toxic substances,etc.)that would make the property more or less valuable,and has assumed that there are no such conditions and makes no guarantees or warranties, express or implied, regarding the condition of the property.The appraiser will not be responsible for any such conditions that do exist or for any engineering or testing that might be required to discover whether such conditions exist. Because the appraiser is not an expert in the field of environmental hazards, the appraisal report must not be considered as an environmental assessment of the property. 7.The appraiser obtained the information,estimates, and opinions that were expressed in the appraisal report from sources that he or she considers to be reliable and believes them to be true and correct.The appraiser does not assume responsibility for the accuracy of such items that were furnished by other parties. 8.The appraiser will not disclose the contents of the appraisal report except as provided for in the Uniform Standards of Professional Appraisal Practice. 9.The appraiser has based his or her appraisal report and valuation conclusion for an appraisal that is subject to satisfactory completion,repairs,or alterations on the assumption that completion of the improvements will be performed in a workmanlike manner. 10.The appraiser must provide his or her prior written consent before the lender/client specified in the appraisal report can distribute the appraisal report (including conclusions about the property value, the appraiser's identity and professional designations,and references to any professional appraisal organizations or the firm with which the appraiser is associated)to anyone other than the borrower;the mortgagee or its successors and assigns;the mortgage insurer; consultants;professional appraisal organizations; any state or federally approved financial institution;or any department,agency,or instrumentality of the United States or any state or the District of Columbia; except that the lender/client may distribute the property description section of the report only to data collection or reporting service(s)without having to obtain the appraiser's prior written consent.The appraiser's written consent and approval must also be obtained before the appraisal can be conveyed by anyone to the public through advertising,public relations, news,sales,or other media. Freddie Mac Form 439 6-93 Fannie Mae Form 1004B 6-93Page 1 of 2 Page 13 of 54 Doc ID: 4cb2c7a583d52b31215562c2979a6472854cb7f7 Form ACR - "TOTAL" appraisal software by a la mode, inc. - 1-800-ALAMODE 1805 Church St, Evanston, IL 60201 Mark T. Saleh, MAI, IL Certified General Appraiser 02/01/2022 553.002479 IL 09/30/2023 APPRAISER'S CERTIFICATION:The Appraiser certifies and agrees that: 1. I have researched the subject market area and have selected a minimum of three recent sales of properties most similar and proximate to the subject property for consideration in the sales comparison analysis and have made a dollar adjustment when appropriate to reflect the market reaction to those items of significant variation.If a significant item in a comparable property is superior to,or more favorable than, the subject property, I have made a negative adjustment to reduce the adjusted sales price of the comparable and,if a significant item in a comparable property is inferior to,or less favorable than the subject property, I have made a positive adjustment to increase the adjusted sales price of the comparable. 2. I have taken into consideration the factors that have an impact on value in my development of the estimate of market value in the appraisal report. I have not knowingly withheld any significant information from the appraisal report and I believe, to the best of my knowledge,that all statements and information in the appraisal report are true and correct. 3.I stated in the appraisal report only my own personal,unbiased,and professional analysis,opinions, and conclusions, which are subject only to the contingent and limiting conditions specified in this form. 4. I have no present or prospective interest in the property that is the subject to this report, and I have no present or prospective personal interest or bias with respect to the participants in the transaction. I did not base,either partially or completely, my analysis and/or the estimate of market value in the appraisal report on the race,color,religion, sex,handicap,familial status,or national origin of either the prospective owners or occupants of the subject property or of the present owners or occupants of the properties in the vicinity of the subject property. 5. I have no present or contemplated future interest in the subject property, and neither my current or future employment nor my compensation for performing this appraisal is contingent on the appraised value of the property. 6. I was not required to report a predetermined value or direction in value that favors the cause of the client or any related party,the amount of the value estimate, the attainment of a specific result,or the occurrence of a subsequent event in order to receive my compensation and/or employment for performing the appraisal.I did not base the appraisal report on a requested minimum valuation, a specific valuation, or the need to approve a specific mortgage loan. 7. I performed this appraisal in conformity with the Uniform Standards of Professional Appraisal Practice that were adopted and promulgated by the Appraisal Standards Board of The Appraisal Foundation and that were in place as of the effective date of this appraisal,with the exception of the departure provision of those Standards,which does not apply.I acknowledge that an estimate of a reasonable time for exposure in the open market is a condition in the definition of market value and the estimate I developed is consistent with the marketing time noted in the neighborhood section of this report, unless I have otherwise stated in the reconciliation section. 8. I have personally inspected the interior and exterior areas of the subject property and the exterior of all properties listed as comparables in the appraisal report. I further certify that I have noted any apparent or known adverse conditions in the subject improvements,on the subject site,or on any site within the immediate vicinity of the subject property of which I am aware and have made adjustments for these adverse conditions in my analysis of the property value to the extent that I had market evidence to support them. I have also commented about the effect of the adverse conditions on the marketability of the subject property. 9. I personally prepared all conclusions and opinions about the real estate that were set forth in the appraisal report.If I relied on significant professional assistance from any individual or individuals in the performance of the appraisal or the preparation of the appraisal report, I have named such individual(s)and disclosed the specific tasks performed by them in the reconciliation section of this appraisal report. I certify that any individual so named is qualified to perform the tasks.I have not authorized anyone to make a change to any item in the report;therefore,if an unauthorized change is made to the appraisal report, I will take no responsibility for it. SUPERVISORY APPRAISER'S CERTIFICATION:If a supervisory appraiser signed the appraisal report, he or she certifies and agrees that: I directly supervise the appraiser who prepared the appraisal report, have reviewed the appraisal report, agree with the statements and conclusions of the appraiser, agree to be bound by the appraiser's certifications numbered 4 through 7 above, and am taking full responsibility for the appraisal and the appraisal report. ADDRESS OF PROPERTY APPRAISED: APPRAISER:SUPERVISORY APPRAISER (only if required): Signature:Signature: Name:Name: Date Signed:Date Signed: State Certification #:State Certification #: or State License #:or State License #: State:State: Expiration Date of Certification or License:Expiration Date of Certification or License: Did Did Not Inspect Property Freddie Mac Form 439 6-93 Fannie Mae Form 1004B 6-93Page 2 of 2 Page 14 of 54 Doc ID: 4cb2c7a583d52b31215562c2979a6472854cb7f7 Form MPA3 - "TOTAL" appraisal software by a la mode, inc. - 1-800-ALAMODE Maloney Appraisal Co. Inc. N/A 1805 Church St Evanston Cook IL 60201 Client: Richard Koenig (HODC) MRED MLS Tax records X 17031C0265J 8/19/2008 Cook County Borrower Lender/Client MULTI-PURPOSE SUPPLEMENTAL ADDENDUM FOR FEDERALLY RELATED TRANSACTIONS Property Address City County State Zip Code This Multi-Purpose Supplemental Addendum for Federally Related Transactions was designed to provide the appraiser with a convenient way to comply with the current appraisal standards and requirements of the Federal Deposit Insurance Corporation (FDIC), the Office of the Comptroller of Currency (OCC), The Office of Thrift Supervision (OTS), the Resolution Trust Corporation (RTC), and the Federal Reserve. This Multi-Purpose Supplemental Addendum is for use with any appraisal. Only those statements which have been checked by the appraiser apply to the property being appraised. PURPOSE & FUNCTION OF APPRAISAL The purpose of the appraisal is to estimate the market value of the subject property as defined herein. The function of the appraisal is to assist the above-named Lender in evaluating the subject property for lending purposes. This is a federally related transaction. EXTENT OF APPRAISAL PROCESS The appraisal is based on the information gathered by the appraiser from public records, other identified sources, inspection of the subject property and neighborhood, and selection of comparable sales within the subject market area. The original source of the comparables is shown in the Data Source section of the market grid along with the source of confirmation, if available. The original source is presented first. The sources and data are considered reliable. When conflicting information was provided, the source deemed most reliable has been used. Data believed to be unreliable was not included in the report nor used as a basis for the value conclusion. The Reproduction Cost is based on supplemented by the appraiser's knowledge of the local market. Physical depreciation is based on the estimated effective age of the subject property. Functional and/or external depreciation, if present, is specifically addressed in the appraisal report or other addenda. In estimating the site value, the appraiser has relied on personal knowledge of the local market. This knowledge is based on prior and/or current analysis of site sales and/or abstraction of site values from sales of improved properties. The subject property is located in an area of primarily owner-occupied single family residences and the Income Approach is not considered to be meaningful. For this reason, the Income Approach was not used. The Estimated Market Rent and Gross Rent Multiplier utilized in the Income Approach are based on the appraiser's knowledge of the subject market area. The rental knowledge is based on prior and/or current rental rate surveys of residential properties. The Gross Rent Multiplier is based on prior and/or current analysis of prices and market rates for residential properties. For income producing properties, actual rents, vacancies and expenses have been reported and analyzed. They have been used to project future rents, vacancies and expenses. SUBJECT PROPERTY OFFERING INFORMATION According to the subject property: has not been offered for sale in the past:30 days 1 year 3 years. is currently offered for sale for $. was offered for sale within the past:30 days 1 year 3 years for $. Offering information was considered in the final reconciliation of value. Offering information was not considered in the final reconciliation of value. Offering information was not available. The reasons for unavailability and the steps taken by the appraiser are explained later in this addendum. SALES HISTORY OF SUBJECT PROPERTY According to the subject property: Has not transferred in the past twelve months. Has transferred in the past twelve months. in the past thirty-six months. in the past thirty-six months. in the past 5 years. in the past 5 years. All prior sales which have occurred in the past are listed below and reconciled to the appraised value, either in the body of the report or in the addenda. Date Sales Price Document # Seller Buyer FEMA FLOOD HAZARD DATA Subject property is not located in a FEMA Special Flood Hazard Area. Subject property is located in a FEMA Special Flood Hazard Area. The community does not participate in the National Flood Insurance Program. The community does participate in the National Flood Insurance Program. It is covered by a regular program. It is covered by an emergency program. Zone FEMA Map/Panel #Map Date Name of Community Page 1 of 2 Page 15 of 54 Doc ID: 4cb2c7a583d52b31215562c2979a6472854cb7f7 Form MPA3 - "TOTAL" appraisal software by a la mode, inc. - 1-800-ALAMODE 12 CAR/MRED MLS and similar properties. 01/26 02/01/2022 Mark T. Saleh, MAI, IL Certified General Appraiser 773-281-6013 IL 553.002479 36-3159735 CURRENT SALES CONTRACT The subject property is currently not under contract. The contract and/or escrow instructions were not available for review. The unavailability of the contract is explained later in the addenda section. The contract and/or escrow instructions were reviewed. The following summarizes the contract: The contract indicated that personal property was not included in the sale. The contract indicated that personal property was included. It consisted of Estimated contributory value is $. Personal property was not included in the final value estimate. Personal property was included in the final value estimate. The contract indicated no financing concessions or other incentives. The contract indicated the following concessions or incentives: . If concessions or incentives exist, the comparables were checked for similar concessions and appropriate adjustments were made, if applicable, so that the final value conclusion is in compliance with the Market Value defined herein. Contract Date Amendment Date Contract Price Seller MARKET OVERVIEW Include an explanation of current market conditions and trends. months is considered a reasonable marketing period for the subject property based on . ADDITIONAL CERTIFICATION The Appraiser certifies and agrees that: (1)The analyses, opinions and conclusions were developed, and this report was prepared, in conformity with the Uniform Standards of Professional Appraisal Practice ("USPAP"), except that the Departure Provision of the USPAP does not apply. (2)Their compensation is not contingent upon the reporting of predetermined value or direction in value that favors the cause of the client, the amount of the value estimate, the attainment of a stipulated result, or the occurrence of a subsequent event. (3)This appraisal assignment was not based on a requested minimum valuation, a specific valuation, or the approval of a loan. ADDITIONAL (ENVIRONMENTAL) LIMITING CONDITIONS The value estimated is based on the assumption that the property is not negatively affected by the existence of hazardous substances or detrimental environmental conditions unless otherwise stated in this report. The appraiser is not an expert in the identification of hazardous substances or detrimental environmental conditions. The appraiser's routine inspection of and inquiries about the subject property did not develop any information that indicated any apparent significant hazardous substances or detrimental environmental conditions which would affect the property negatively unless otherwise stated in this report. It is possible that tests and inspections made by a qualified hazardous substance and environmental expert would reveal the existence of hazardous substances or detrimental environmental conditions on or around the property that would negatively affect its value. ADDITIONAL COMMENTS APPRAISER'S SIGNATURE & LICENSE/CERTIFICATION Appraiser's Signature Effective Date Date Prepared Appraiser's Name (print)Phone # State License Certification #Tax ID # CO-SIGNING APPRAISER'S CERTIFICATION The co-signing appraiser has personally inspected the subject property, both inside and out, and has made an exterior inspection of all comparable sales listed in the report. The report was prepared by the appraiser under direct supervision of the co-signing appraiser. The co-signing appraiser accepts responsibility for the contents of the report including the value conclusions and the limiting conditions, and confirms that the certifications apply fully to the co-signing appraiser. The co-signing appraiser has not personally inspected the interior of the subject property and: has not inspected the exterior of the subject property and all comparable sales listed in the report. has inspected the exterior of the subject property and all comparable sales listed in the report. The report was prepared by the appraiser under direct supervision of the co-signing appraiser. The co-signing appraiser accepts responsibility for the contents of the report, including the value conclusions and the limiting conditions, and confirms that the certifications apply fully to the co-signing appraiser with the exception of the certification regarding physical inspections. The above describes the level of inspection performed by the co-signing appraiser. The co-signing appraiser's level of inspection, involvement in the appraisal process and certification are covered elsewhere in the addenda section of this appraisal. CO-SIGNING APPRAISER'S SIGNATURE & LICENSE/CERTIFICATION Co-Signing Appraiser's Signature Effective Date Date Prepared Co-Signing Appraiser's Name (print)Phone # State License Certification #Tax ID # Page 2 of 2 Page 16 of 54 Doc ID: 4cb2c7a583d52b31215562c2979a6472854cb7f7 N/A 41225 1805 Church St Evanston Cook IL 60201 Client: Richard Koenig (HODC) APPRAISAL AND REPORT IDENTIFICATION 2-2(a) 2-2(b) Comments on Standards Rule 2-3 I certify that, to the best of my knowledge and belief: - The statements of fact contained in this report are true and correct. - The reported analyses, opinions, and conclusions are limited only by the reported assumptions and limiting conditions and are my personal, impartial, and unbiased professional analyses, opinions, and conclusions. - Unless otherwise indicated, I have no present or prospective interest in the property that is the subject of this report and no personal interest with respect to the parties involved. - Unless otherwise indicated, I have performed no services, as an appraiser or in any other capacity, regarding the property that is the subject of this report within the three-year period immediately preceding acceptance of this assignment. - I have no bias with respect to the property that is the subject of this report or the parties involved with this assignment. - My engagement in this assignment was not contingent upon developing or reporting predetermined results. - My compensation for completing this assignment is not contingent upon the development or reporting of a predetermined value or direction in value that favors the cause of the client, the amount of the value opinion, the attainment of a stipulated result, or the occurrence of a subsequent event directly related to the intended use of this appraisal. - My analyses, opinions, and conclusions were developed, and this report has been prepared, in conformity with the Uniform Standards of Professional Appraisal Practice that were in effect at the time this report was prepared. - Unless otherwise indicated, I have made a personal inspection of the property that is the subject of this report. - Unless otherwise indicated, no one provided significant real property appraisal assistance to the person(s) signing this certification (if there are exceptions, the name of each individual providing significant real property appraisal assistance is stated elsewhere in this report). 12 months. Comments on Appraisal and Report Identification Note any USPAP-related issues requiring disclosure and any state mandated requirements: The ADA became effective 01/26/1992. The appraiser has not made a compliance survey of the property to determine whether or not it conforms with the various detailed requirements of the ADA. It is possible that a compliance survey of the subject property together with a detailed analysis of the ADA requirements could reveal that the property is not in compliance with one or more of the requirements of the act. If so, this fact could have a negative effect upon the value of the property. Since the appraiser has no direct evidence relating to these issues, the appraiser did not consider possible non-compliance with the requirements of the ADA in estimating the value of the property. This report is in compliance with the Commercial Appraisal Reporting Guidelines and the prevailing guidelines issued under the Title XI of the Federal Financial Institutions Reform, Recovery, and Enforcement Act of 1989 (FIRREA) as well as the prevailing standards outlined in the Uniform Standards of Professional Appraisal Practice. Mark T. Saleh, MAI, IL Certified General Appraiser 553.002479 IL 09/30/2023 02/01/2022 01/26 01/26 Form ID20E - "TOTAL" appraisal software by a la mode, inc. - 1-800-ALAMODE Borrower Lender/Client File No. Property Address City County State Zip Code This Report is one of the following types: Appraisal Report (A written report prepared under Standards Rule ,pursuant to the Scope of Work,as disclosed elsewhere in this report.) Restricted Appraisal Report (A written report prepared under Standards Rule ,pursuant to the Scope of Work,as disclosed elsewhere in this report, restricted to the stated intended use only by the specified client and any other named intended user(s).) Reasonable Exposure Time (USPAP defines Exposure Time as the estimated length of time that the property interest being appraised would have been offered on the market prior to the hypothetical consummation of a sale at market value on the effective date of the appraisal.) My Opinion of Reasonable Exposure Time for the subject property at the market value stated in this report is: APPRAISER: Signature: Name: State Certification #: or State License #: State:Expiration Date of Certification or License: Date of Signature and Report: Effective Date of Appraisal: Inspection of Subject:None Interior and Exterior Exterior-Only Date of Inspection (if applicable): SUPERVISORY or CO-APPRAISER (if applicable): Signature: Name: State Certification #: or State License #: State:Expiration Date of Certification or License: Date of Signature: Inspection of Subject:None Interior and Exterior Exterior-Only Date of Inspection (if applicable): Page 17 of 54 Doc ID: 4cb2c7a583d52b31215562c2979a6472854cb7f7 Form MAP.LOC - "TOTAL" appraisal software by a la mode, inc. - 1-800-ALAMODE Location Map N/A 1805 Church St Evanston Cook IL 60201 Client: Richard Koenig (HODC) Borrower Lender/Client Property Address City County State Zip Code Page 18 of 54 Doc ID: 4cb2c7a583d52b31215562c2979a6472854cb7f7 Form PIC3x5.SR - "TOTAL" appraisal software by a la mode, inc. - 1-800-ALAMODE Subject Photo Page N/A 1805 Church St Evanston Cook IL 60201 Client: Richard Koenig (HODC) Subject Front Sales Price Gross Living Area Total Rooms Total Bedrooms Total Bathrooms Location View Site Quality Age 1805 Church St N/A Average 16,864 sf Subject Street - East Subject Street - West Borrower Lender/Client Property Address City County State Zip Code Page 19 of 54 Doc ID: 4cb2c7a583d52b31215562c2979a6472854cb7f7 Form PIC3X5.CR - "TOTAL" appraisal software by a la mode, inc. - 1-800-ALAMODE Comparable Photo Page N/A 1805 Church St Evanston Cook IL 60201 Client: Richard Koenig (HODC) Comparable 1 Prox. to Subject Sale Price Gross Living Area Total Rooms Total Bedrooms Total Bathrooms Location View Site Quality Age 1410 Greenleaf St 0.83 miles SE Average/Similar 7,500 sf (-10%) Comparable 2 Prox. to Subject Sale Price Gross Living Area Total Rooms Total Bedrooms Total Bathrooms Location View Site Quality Age 1613 Church St 0.10 miles E Average/Similar 9,487 sf (-5%) Comparable 3 Prox. to Subject Sale Price Gross Living Area Total Rooms Total Bedrooms Total Bathrooms Location View Site Quality Age 1611 Church St 0.13 miles E Average/Similar 42,162 sf (+10%) Borrower Lender/Client Property Address City County State Zip Code Page 20 of 54 Doc ID: 4cb2c7a583d52b31215562c2979a6472854cb7f7 Form PIC3X5.CR - "TOTAL" appraisal software by a la mode, inc. - 1-800-ALAMODE Comparable Photo Page N/A 1805 Church St Evanston Cook IL 60201 Client: Richard Koenig (HODC) Comparable 4 Prox. to Subject Sale Price Gross Living Area Total Rooms Total Bedrooms Total Bathrooms Location View Site Quality Age 999 Howard St 2.09 miles SE Average/Similar 14,646 sf Comparable 5 Prox. to Subject Sale Price Gross Living Area Total Rooms Total Bedrooms Total Bathrooms Location View Site Quality Age 1108 Dodge Ave 0.74 miles S Average/Similar 25,065 sf (+10%) Comparable 6 Prox. to Subject Sale Price Gross Living Area Total Rooms Total Bedrooms Total Bathrooms Location View Site Quality Age Borrower Lender/Client Property Address City County State Zip Code Page 21 of 54 Doc ID: 4cb2c7a583d52b31215562c2979a6472854cb7f7 Licenses & Qualifications - Page 1 Form SCNLGL - "TOTAL" appraisal software by a la mode, inc. - 1-800-ALAMODE Page 22 of 54 Doc ID: 4cb2c7a583d52b31215562c2979a6472854cb7f7 Licenses & Qualifications - Page 2 Form SCNLGL - "TOTAL" appraisal software by a la mode, inc. - 1-800-ALAMODE Page 23 of 54 Doc ID: 4cb2c7a583d52b31215562c2979a6472854cb7f7 E & O Insurance Form SCNLGL - "TOTAL" appraisal software by a la mode, inc. - 1-800-ALAMODE Page 24 of 54 Doc ID: 4cb2c7a583d52b31215562c2979a6472854cb7f7 PURCHASE AND SALE AGREEMENT THIS PURCHASE AND SALE AGREEMENT (“Agreement”) is made as of the date the last party signs this Agreement (the “Effective Date”), and is by and between Mount Pisgah Ministry, Inc., an Illinois not-for-profit organization (“Seller”), and the City of Evanston, an Illinois home rule unit of government located in Cook County, Illinois (“Purchaser”). WITNESSETH: WHEREAS, Seller is the owner of that certain properties commonly known as 1811- 1815 Church Street, Evanston, Illinois more particularly described on Exhibit 1 attached hereto and made a part hereof (the “Property”); and WHEREAS, the Seller desires to convey the Property to Purchaser, 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 Special Warranty Deed (the “Deed”), good and merchantable title to the Property at the price and subject to the terms, conditions and provisions set forth in this Agreement. The Deed shall be substantially in the form attached hereto as Exhibit 2. 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. 3. Survey. Seller will not be providing a survey and the Purchaser may obtain one at its own cost and expense. 4. Taxes. (a) Taxes for Years Prior to Closing. Seller will pay in full all general real property taxes that are levied with respect to the Property for tax years prior to the year of closing. (b) Tax Challenges. If any tax challenge is ongoing with respect to the Property for general real estate taxes levied for any tax years prior to the year of Closing (defined in Section 7(a) of this Agreement), Seller will receive the full benefit of any refund arising out of such tax challenge. If any tax challenge commenced by Seller results in a reduction in taxes for the general real estate taxes levied for the year of Closing, the parties shall re-prorate taxes for the year of Closing upon receipt of the actual tax bill or adjusted tax bill. This Section 9(b) expressly survives Closing. Page 25 of 54 Doc ID: 4cb2c7a583d52b31215562c2979a6472854cb7f7 (c) Taxes for Current Year of Closing. All general real property taxes that are levied with respect to the Property for the year of Closing will be prorated at the rate of 105% between Purchaser and Seller as of the business day immediately prior to the Closing. If the precise amount of taxes levied for the year of Closing cannot be determined, then the proration shall be computed based on the lesser of (i) the taxes on the Property levied for the immediately preceding tax year; or (ii) an amount equal to the taxable valuation, if available, of the Property in the year of Closing multiplied by the prior tax year’s total tax rate. 5. Title Policy. (a) At Purchaser’s expense, Purchaser shall obtain a title commitment (the “Commitment”) with respect to the Property. The Commitment shall establish that the Property is 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. If the Commitment discloses unpermitted exceptions, Seller may elect, within 30 days after the date of delivery thereof, to have such exceptions removed from the Commitment or to have the title insurance company commit to insure against loss or damage that may be occasioned by such exceptions. If at the end of said 30-day period Seller fails to have the unpermitted exceptions removed or insured against, Purchaser may elect, upon notice to Seller within ten days after expiration of the 30-day period, to accept title as it then is. If Purchaser does not elect to accept title as it then is, Purchaser shall have the right to terminate this Agreement and will have no obligation to acquire the Property. (b) Purchaser shall, at Purchaser’s expense, obtain 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 (defined in Section 7(a) of this Agreement) 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 to all matters insured by the policy, subject only to the exceptions contained in the title commitment. 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. 6. Representations. (a) Seller’s Representations. As an inducement to Purchaser to enter into this Agreement Seller hereby represents to Purchaser and agrees as follows: Page 26 of 54 Doc ID: 4cb2c7a583d52b31215562c2979a6472854cb7f7 (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 regarding the sale of the Property. This Agreement and all other documents executed and delivered, or to be executed and delivered by Seller regarding 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 governmental authority is required to be obtained by 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 regarding the purchase of the Property. This Agreement and all other documents executed and delivered, or to be executed and delivered by Purchaser regarding 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 for Purchaser to enter into this Agreement. 7. Closing of Sale. (a) The Closing (“Closing”) shall take place on or before 90 days after the execution of this Agreement or such other date mutually agreeable to the parties. Page 27 of 54 Doc ID: 4cb2c7a583d52b31215562c2979a6472854cb7f7 (b) At Closing, each party shall, without further consideration, execute and deliver such additional instruments as may be reasonably requested by the other party to complete and effectuate the transfer of title and ownership of the Property, provided that such additional instruments (other than those 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. Seller shall pay any State, County or other transfer tax imposed by local ordinance. 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, (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, 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 condition of title to the Property (except the deed warranties), or (viii) 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. 9. Brokerage. Purchaser and Seller each represent and warrant to the other that it has had no dealings with any broker or agent regarding this Agreement and the subject matter hereof, and each party agrees to pay, and hold harmless and indemnify the other from and against, all costs, expenses or liabilities for compensation, commissions and other amounts claimed by any other broker or agent allegedly retained, consulted or employed by such indemnifying party. 10. Indemnification. Purchaser shall indemnify, defend and hold Seller harmless from and against any and all losses, claims, actions, liabilities, damages, liens, costs and expenses, including reasonable attorneys’ fees, incurred by Seller (or its agents, consultants or affiliates) Page 28 of 54 Doc ID: 4cb2c7a583d52b31215562c2979a6472854cb7f7 arising out of or related to (i) any activities upon the Property by Purchaser, its agents, contractors and employees, or (ii) the failure by Purchaser to observe or perform any of its covenants, representations or obligations under this Contract. This Section 10 shall survive the Closing or termination of this Contract. 11. 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 regarding the sale and purchase of the Property; 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 without regard to conflict of law principles. Jurisdiction and venue for all disputes shall be the Circuit Court located in Cook County, Illinois, or the federal district court for the Northern District 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] Page 29 of 54 Doc ID: 4cb2c7a583d52b31215562c2979a6472854cb7f7 IN WITNESS WHEREOF, the parties have executed this Agreement this day and year first written above. SELLER: Mount Pisgah Ministry, Inc. An Illinois not-for-profit organization By:________________________________ Print Name: Its: PURCHASER: CITY OF EVANSTON, A Home Rule unit of government By: _________________________________ Print Name: Luke Stowe Its: City Manager Page 30 of 54 Doc ID: 4cb2c7a583d52b31215562c2979a6472854cb7f7 Exhibit 1 LEGAL DESCRIPTION Page 31 of 54 Doc ID: 4cb2c7a583d52b31215562c2979a6472854cb7f7 EXHIBIT 2 After recording return to: City of Evanston 2100 Ridge Avenue Evanston, Illinois 60201 SPECIAL WARRANTY DEED Mount Pisgah Ministry, Inc. (“Grantor”), having an address of 1815 Church Street, Evanston, Illinois, 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, convey, bargain, and warrant to City of Evanston, an Illinois municipal corporation (“Grantee”), having an address of 2100 Ridge Avenue, Evanston, IL 60201, all the following real property situated in the County of Cook, in the State of Illinois (“Property”), to wit: SEE EXHIBIT A ATTACHED HERETO AND MADE A PART HEREOF. 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: Address of Real Estate: In Witness Whereof, said Grantor has executed this instrument as of ___________, 2023. Mount Pisgah Ministry, Inc. By:___________________________ Page 32 of 54 Doc ID: 4cb2c7a583d52b31215562c2979a6472854cb7f7 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, and as his/her free and voluntary act for the uses and purposes set forth therein. Given under my hand and notarial seal this _____ day of ______________, 2023. Notary Public SEND SUBSEQUENT TAX BILLS TO: City of Evanston 2100 Ridge Avenue Evanston, Illinois 60201 Page 33 of 54 Doc ID: 4cb2c7a583d52b31215562c2979a6472854cb7f7 EXHIBIT A LEGAL DESCRIPTION Page 34 of 54 Doc ID: 4cb2c7a583d52b31215562c2979a6472854cb7f7 PURCHASE AND SALE AGREEMENT THIS PURCHASE AND SALE AGREEMENT (“Agreement”) is made as of the date the last party signs this Agreement (the “Effective Date”), and is by and between the City of Evanston, an Illinois home rule unit of government located in Cook County, Illinois (“Seller”), and Mount Pisgah Ministry, Inc., an Illinois not-for-profit organization (“Purchaser”). WITNESSETH: WHEREAS, Seller is the owner of that certain properties commonly known as 1805 Church Street, Evanston, Illinois and 1708-1710 Darrow Avenue, Evanston, Illinois; and WHEREAS, the Seller desires to convey a portion of the properties at 1805 Church Street, Evanston, Illinois and 1708-1710 Darrow Avenue, Evanston, Illinois, more particularly described on Exhibit 1 attached hereto and made a part hereof (the “Property”) to Purchaser, 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 Special Warranty Deed (the “Deed”), good and merchantable title to the Property at the price and subject to the terms, conditions and provisions set forth in this Agreement. The Deed shall be substantially in the form attached hereto as Exhibit 2. 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. 3. Survey. Seller will not be providing a survey and the Purchaser may obtain one at its own cost and expense. 4. Taxes. (a) Taxes for Years Prior to Closing. Seller will pay in full all general real property taxes that are levied with respect to the Property for tax years prior to the year of closing. (b) Tax Challenges. If any tax challenge is ongoing with respect to the Property for general real estate taxes levied for any tax years prior to the year of Closing (defined in Section 7(a) of this Agreement), Seller will receive the full benefit of any refund arising out of such tax challenge. If any tax challenge commenced by Seller results in a reduction in taxes for the general real estate taxes levied for the year of Closing, the parties shall re-prorate taxes for the year of Closing upon receipt of the actual tax bill or adjusted tax bill. This Section 9(b) expressly survives Closing. Page 35 of 54 Doc ID: 4cb2c7a583d52b31215562c2979a6472854cb7f7 (c) Taxes for Current Year of Closing. All general real property taxes that are levied with respect to the Property for the year of Closing will be prorated at the rate of 105% between Purchaser and Seller as of the business day immediately prior to the Closing. If the precise amount of taxes levied for the year of Closing cannot be determined, then the proration shall be computed based on the lesser of (i) the taxes on the Property levied for the immediately preceding tax year; or (ii) an amount equal to the taxable valuation, if available, of the Property in the year of Closing multiplied by the prior tax year’s total tax rate. 5. Title Policy. (a) At Purchaser’s expense, Purchaser shall obtain a title commitment (the “Commitment”) with respect to the Property. The Commitment shall establish that the Property is 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. If the Commitment discloses unpermitted exceptions, Seller may elect, within 30 days after the date of delivery thereof, to have such exceptions removed from the Commitment or to have the title insurance company commit to insure against loss or damage that may be occasioned by such exceptions. If at the end of said 30-day period Seller fails to have the unpermitted exceptions removed or insured against, Purchaser may elect, upon notice to Seller within ten days after expiration of the 30-day period, to accept title as it then is. If Purchaser does not elect to accept title as it then is, Purchaser shall have the right to terminate this Agreement and will have no obligation to acquire the Property. (b) Purchaser shall, at Purchaser’s expense, obtain 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 (defined in Section 7(a) of this Agreement) 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 to all matters insured by the policy, subject only to the exceptions contained in the title commitment. 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. 6. Representations. (a) Seller’s Representations. As an inducement to Purchaser to enter into this Agreement Seller hereby represents to Purchaser and agrees as follows: Page 36 of 54 Doc ID: 4cb2c7a583d52b31215562c2979a6472854cb7f7 (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 regarding the sale of the Property. This Agreement and all other documents executed and delivered, or to be executed and delivered by Seller regarding 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 governmental authority is required to be obtained by 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 regarding the purchase of the Property. This Agreement and all other documents executed and delivered, or to be executed and delivered by Purchaser regarding 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 for Purchaser to enter into this Agreement. 7. Closing of Sale. (a) The Closing (“Closing”) shall take place on or before 90 days after the execution of this Agreement or such other date mutually agreeable to the parties. Page 37 of 54 Doc ID: 4cb2c7a583d52b31215562c2979a6472854cb7f7 (b) At Closing, each party shall, without further consideration, execute and deliver such additional instruments as may be reasonably requested by the other party to complete and effectuate the transfer of title and ownership of the Property, provided that such additional instruments (other than those 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. Seller shall pay any State, County or other transfer tax imposed by local ordinance. 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, (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, 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 condition of title to the Property (except the deed warranties), or (viii) 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. 9. Brokerage. Purchaser and Seller each represent and warrant to the other that it has had no dealings with any broker or agent regarding this Agreement and the subject matter hereof, and each party agrees to pay, and hold harmless and indemnify the other from and against, all costs, expenses or liabilities for compensation, commissions and other amounts claimed by any other broker or agent allegedly retained, consulted or employed by such indemnifying party. 10. Indemnification. Purchaser shall indemnify, defend and hold Seller harmless from and against any and all losses, claims, actions, liabilities, damages, liens, costs and expenses, including reasonable attorneys’ fees, incurred by Seller (or its agents, consultants or affiliates) Page 38 of 54 Doc ID: 4cb2c7a583d52b31215562c2979a6472854cb7f7 arising out of or related to (i) any activities upon the Property by Purchaser, its agents, contractors and employees, or (ii) the failure by Purchaser to observe or perform any of its covenants, representations or obligations under this Contract. This Section 10 shall survive the Closing or termination of this Contract. 11. 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 regarding the sale and purchase of the Property; 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 without regard to conflict of law principles. Jurisdiction and venue for all disputes shall be the Circuit Court located in Cook County, Illinois, or the federal district court for the Northern District 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] Page 39 of 54 Doc ID: 4cb2c7a583d52b31215562c2979a6472854cb7f7 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: Luke Stowe Its: City Manager PURCHASER: Mount Pisgah Ministry, Inc. An Illinois not-for-profit organization By: _________________________________ Print Name: Its: Page 40 of 54 Doc ID: 4cb2c7a583d52b31215562c2979a6472854cb7f7 Exhibit 1 LEGAL DESCRIPTION Page 41 of 54 Doc ID: 4cb2c7a583d52b31215562c2979a6472854cb7f7 EXHIBIT 2 After recording return to: Mount Pisgah Ministry, Inc. 1815 Church Street Evanston, Illinois 60201 SPECIAL WARRANTY DEED City of Evanston, an Illinois municipal corporation ("Grantor") having an address of 2100 Ridge Avenue, Evanston, IL 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, convey, bargain, and warrant to Mount Pisgah Ministry, Inc. ("Grantee") having an address of 1815 Church Street, Evanston, Illinois, all the following real property situated in the County of Cook, in the State of Illinois (“Property”), to wit: SEE EXHIBIT A ATTACHED HERETO AND MADE A PART HEREOF. 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: Address of Real Estate: In Witness Whereof, said Grantor has executed this instrument as of ___________, 2023. CITY OF EVANSTON By:___________________________ City Manager Page 42 of 54 Doc ID: 4cb2c7a583d52b31215562c2979a6472854cb7f7 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, and as his/her free and voluntary act for the uses and purposes set forth therein. Given under my hand and notarial seal this _____ day of ______________, 2023. Notary Public SEND SUBSEQUENT TAX BILLS TO: Mount Pisgah Ministry, Inc. 1815 Church Street Evanston, Illinois 60201 Page 43 of 54 Doc ID: 4cb2c7a583d52b31215562c2979a6472854cb7f7 EXHIBIT A LEGAL DESCRIPTION Page 44 of 54 Doc ID: 4cb2c7a583d52b31215562c2979a6472854cb7f7 PURCHASE AND SALE AGREEMENT THIS PURCHASE AND SALE AGREEMENT (“Agreement”) is made as of the date the last party signs this Agreement (the “Effective Date”), and is by and between the City of Evanston, an Illinois home rule unit of government located in Cook County, Illinois (“Seller”), and Housing Opportunity Development Corporation, an Illinois not-for-profit organization (“Purchaser”). WITNESSETH: WHEREAS, Seller is the owner of that certain properties commonly known as 1811- 1815 Church Street, Evanston, Illinois, more particularly described on Exhibit 1 attached hereto and made a part hereof (the “Property”); and WHEREAS, the Seller desires to convey the Property to Purchaser, 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 Special Warranty Deed (the “Deed”), good and merchantable title to the Property at the price and subject to the terms, conditions and provisions set forth in this Agreement. The Deed shall be substantially in the form attached hereto as Exhibit 2. 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. 3. Survey. Seller will not be providing a survey and the Purchaser may obtain one at its own cost and expense. 4. Taxes. (a) Taxes for Years Prior to Closing. Seller will pay in full all general real property taxes that are levied with respect to the Property for tax years prior to the year of closing. (b) Tax Challenges. If any tax challenge is ongoing with respect to the Property for general real estate taxes levied for any tax years prior to the year of Closing (defined in Section 7(a) of this Agreement), Seller will receive the full benefit of any refund arising out of such tax challenge. If any tax challenge commenced by Seller results in a reduction in taxes for the general real estate taxes levied for the year of Closing, the parties shall re-prorate taxes for the year of Closing upon receipt of the actual tax bill or adjusted tax bill. This Section 9(b) expressly survives Closing. Page 45 of 54 Doc ID: 4cb2c7a583d52b31215562c2979a6472854cb7f7 (c) Taxes for Current Year of Closing. All general real property taxes that are levied with respect to the Property for the year of Closing will be prorated at the rate of 105% between Purchaser and Seller as of the business day immediately prior to the Closing. If the precise amount of taxes levied for the year of Closing cannot be determined, then the proration shall be computed based on the lesser of (i) the taxes on the Property levied for the immediately preceding tax year; or (ii) an amount equal to the taxable valuation, if available, of the Property in the year of Closing multiplied by the prior tax year’s total tax rate. 5. Title Policy. (a) At Purchaser’s expense, Purchaser shall obtain a title commitment (the “Commitment”) with respect to the Property. The Commitment shall establish that the Property is 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. If the Commitment discloses unpermitted exceptions, Seller may elect, within 30 days after the date of delivery thereof, to have such exceptions removed from the Commitment or to have the title insurance company commit to insure against loss or damage that may be occasioned by such exceptions. If at the end of said 30-day period Seller fails to have the unpermitted exceptions removed or insured against, Purchaser may elect, upon notice to Seller within ten days after expiration of the 30-day period, to accept title as it then is. If Purchaser does not elect to accept title as it then is, Purchaser shall have the right to terminate this Agreement and will have no obligation to acquire the Property. (b) Purchaser shall, at Purchaser’s expense, obtain 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 (defined in Section 7(a) of this Agreement) 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 to all matters insured by the policy, subject only to the exceptions contained in the title commitment. 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. 6. Representations. (a) Seller’s Representations. As an inducement to Purchaser to enter into this Agreement Seller hereby represents to Purchaser and agrees as follows: Page 46 of 54 Doc ID: 4cb2c7a583d52b31215562c2979a6472854cb7f7 (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 regarding the sale of the Property. This Agreement and all other documents executed and delivered, or to be executed and delivered by Seller regarding 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 governmental authority is required to be obtained by 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 regarding the purchase of the Property. This Agreement and all other documents executed and delivered, or to be executed and delivered by Purchaser regarding 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 for Purchaser to enter into this Agreement. 7. Closing of Sale. (a) The Closing (“Closing”) shall take place on or before 90 days after the execution of this Agreement or such other date mutually agreeable to the parties. Page 47 of 54 Doc ID: 4cb2c7a583d52b31215562c2979a6472854cb7f7 (b) At Closing, each party shall, without further consideration, execute and deliver such additional instruments as may be reasonably requested by the other party to complete and effectuate the transfer of title and ownership of the Property, provided that such additional instruments (other than those 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. Seller shall pay any State, County or other transfer tax imposed by local ordinance. 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, (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, 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 condition of title to the Property (except the deed warranties), or (viii) 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. 9. Brokerage. Purchaser and Seller each represent and warrant to the other that it has had no dealings with any broker or agent regarding this Agreement and the subject matter hereof, and each party agrees to pay, and hold harmless and indemnify the other from and against, all costs, expenses or liabilities for compensation, commissions and other amounts claimed by any other broker or agent allegedly retained, consulted or employed by such indemnifying party. 10. Indemnification. Purchaser shall indemnify, defend and hold Seller harmless from and against any and all losses, claims, actions, liabilities, damages, liens, costs and expenses, including reasonable attorneys’ fees, incurred by Seller (or its agents, consultants or affiliates) Page 48 of 54 Doc ID: 4cb2c7a583d52b31215562c2979a6472854cb7f7 arising out of or related to (i) any activities upon the Property by Purchaser, its agents, contractors and employees, or (ii) the failure by Purchaser to observe or perform any of its covenants, representations or obligations under this Contract. This Section 10 shall survive the Closing or termination of this Contract. 11. 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 regarding the sale and purchase of the Property; 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 without regard to conflict of law principles. Jurisdiction and venue for all disputes shall be the Circuit Court located in Cook County, Illinois, or the federal district court for the Northern District 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] Page 49 of 54 Doc ID: 4cb2c7a583d52b31215562c2979a6472854cb7f7 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: Luke Stowe Its: City Manager PURCHASER: Housing Opportunity Development Corporation An Illinois not-for-profit organization By: _________________________________ Print Name: Its: Page 50 of 54 Doc ID: 4cb2c7a583d52b31215562c2979a6472854cb7f7 Exhibit 1 LEGAL DESCRIPTION Page 51 of 54 Doc ID: 4cb2c7a583d52b31215562c2979a6472854cb7f7 EXHIBIT 2 After recording return to: Housing Opportunity Development Corporation 5340 Lincoln Avenue Skokie, Illinois 60077 SPECIAL WARRANTY DEED City of Evanston, an Illinois municipal corporation ("Grantor") having an address of 2100 Ridge Avenue, Evanston, IL 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, convey, bargain, and warrant to Housing Opportunity Development Corporation ("Grantee") having an address of 5340 Lincoln Avenue, Skokie, Illinois, all the following real property situated in the County of Cook, in the State of Illinois (“Property”), to wit: SEE EXHIBIT A ATTACHED HERETO AND MADE A PART HEREOF. 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: Address of Real Estate: In Witness Whereof, said Grantor has executed this instrument as of ___________, 2023. CITY OF EVANSTON By:___________________________ City Manager Page 52 of 54 Doc ID: 4cb2c7a583d52b31215562c2979a6472854cb7f7 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, and as his/her free and voluntary act for the uses and purposes set forth therein. Given under my hand and notarial seal this _____ day of ______________, 2023. Notary Public SEND SUBSEQUENT TAX BILLS TO: Housing Opportunity Development Corporation 5340 Lincoln Avenue Skokie, IL 60077 Page 53 of 54 Doc ID: 4cb2c7a583d52b31215562c2979a6472854cb7f7 EXHIBIT A LEGAL DESCRIPTION Page 54 of 54 Doc ID: 4cb2c7a583d52b31215562c2979a6472854cb7f7