Loading...
HomeMy WebLinkAboutRESOLUTIONS-1991-011-R-911L-u-JIB 1-10-91 11-R-91 A RESOLUTION Authorizing the City of Evanston to Contract for the Purchase of Certain Property WHEREAS, MAP Investments, Incorporated is the owner of real property legally described as set forth in Exhibit A attached hereto and incorporated herein by reference; and WHEREAS, said property is located in the area of the City which is part of a redevelopment area known as the City 's Southwest Industrial Corridor; and WHEREAS, such property is located in an area of the City which is subject to Tax Increment Financing; and WHEREAS, said property is a valuable acquisition in the best interest of the City, necessary and appropriate for the City's economic development; and WHEREAS, a real estate sales contract has been negotiated by the parties for the sale of said property to the City at three dollars ($3.00) per square foot for 104,059.538 • square feet which total Three Hundred Twelve Thousand One Hundred Seventy Nine Dollars ($312,179.00). NOW THEREFORE, BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF EVANSTON, COOK COUNTY, ILLINOIS: Section 1: That the City Manager of the City of Evanston is hereby authorized and directed to enter into a contract and negotiate additional terms as necessary and desirable and take title to said property as described in Exhibit A hereto. The contract for the sale of said property shall be in substantial conformity to the contract attached hereto and incorporated herein as Exhibit B. Section 2: This Resolution shall be in full force and effect from and after the date of its • passage and approval in the manner provided by law. Mayor TTES City Clerk Adopted: �c��c. y, 1991 CHICAGO TITL[ INSURANCt COMPANY • ILLINOIS FORM 86 Real Estate Sale Contract 1. City of Evanston (Purchaser) agrees to purchase at a price of S 3 .00 Uer sci . ft . on the terms set forth herein, the following described real estate in Cook County, Illinois: (see legal description stated in the survey as provided in paragraph 4 below) 0 •mmonlykn10aI059.538 square feet of vacant land, set forth in the/survey provided in IiiB ]Ir741Qf��YD60li1t31llKiti�C 3�bi6KK41 f xxxxx paragraph 4 below. 2 MAP Investments Incorporated (Seller) agrees to sell the real estate and the property described above if any, at the price and terms set forth herein, and to convey or cause to be conveyed to Purchaser or nominee title thereto by a recordab►ospecial warrantydeed, with release of homestead rights, if any, "' i►, subject only to: (a) covenants, conditions and restrictions of record; (b) private, public• and utility easements and roads and highways, if any; (c) party I—— --A . (... 1:-.ea :. c tiea..:e . .. ahe.r), (e) special taxes or assessments for improvements not yet completed; (f) installments not due at the date hereof of any special tax or assessment for improvements heretofore completed; (g) mortgage or trust deed specified below, if any; (h) general taxes for the year 1990 and subsequent years including taxes which may accrue by reason of new or additional improvements during the year(s) 1990 ;and . lec�—s�i� eet--t u a i, J'� sew► .� , uu.i i L v ►w OLL& L o0 L L ll. LJUL� 3T: .. Z 1►,�Liai►►1,►� Li►� ��dd1 .,f L1►C :IOC -f' pays 3. Purchaser ha)/ L2,$ 61 �cx�mtammto®t�rckatafgtpacotm9l�aetaaxa[aya¢xxat�gxOrexUa}titDE�C ytpt yytpejpaptpix7! �grhl674Xgljoggq, at the time of closing as follows: (strike language and subparagraphs not applicable/ (a) ThepaymentofS 312,178.61 (Based on the number of square feet determined by the surveyor provided in paragraph 4 below from the attached Survey.) 1 to be evidenced by the note of t ► chaser (grantee), providing for full prepayment privileges without penalty, which shall be secured by a part -purchase money mortgage (trust deed), tier instrument and the note to be in the form hereto attached as Schedule B. or, in the absence of this attachment, the forms prepared by and identified as No, ,** and •by a security agreement (as to which Purchaser will execute or to be executed such financing statements as may be required under the Uniform Commercial Code in order to make the lien created thereunder effec and an assignment of rents, said security agreement and assignment of rents to be in the forms appended hereto as Schedules C and D. Purchasers rnish to Seller an American Land Title Association loan policy insuring the mortgage (trust deed) issued by the Chicago Title Insurance Company. (**If a Schedule B is not attached and the blanks are not filled in, the note shall be secured by a tt d, and the note and trust deed shall be in the forms used by the Chicago Title and Trust Company.) (c) The acceptance of the title to the real estate by Purchaser subject to a mortgage or trust deed of record securing a principal in ess (which the Purchaser (does) (does not/ agree to assume) aggregating $ bearing interest at the rate of % a y d the 4. Seller, at his own expense, agrees to furnish Purchaser a current plat of survey of the above real estate made, and so certified by the surveyor as having been made, in compliance with the Illinois Land Survey Standards. 5. The time of closing shall be on February 15 1 1991 or on the�ate, if any, to which such ti a 's t tended by reason of paragraph 2 of the Conditions and Stipulations hereafter becoming operative sec ever ate Is di'efes subsequent y mu sea y agreed otherwise, at the office of J.j-- Schuyler. Roche & �jrner or of the mor�nder, if an tprovidd title is shown to be good or is accepted by the purchaser. 6. Seller agrees to pay a broker's commission to Grubb & Ellis. 10275 W. HiRRins Road. Rosemont. IL 60018 in the amount set forth in the broker's listing contract OfOR90119 .ls6: B. Seller warrants that ' Seller, its beneficiaries or agents of Seller or of its beneficiaries have received no notices from any city, village or other governmental authority of zoning, building, fire or health code violations in respect to the real estate that have not been heretofore corrected. 9. A duplicate original of this contract, duly executed by the Seller and his spouse, if any, shall be delivered to the Purchaser within 5 days from e 0 date hereof, otherwise, at the Purchaser's option, this contract shall become null and void and the earnest money shall be refunded to the Purchaser. Rider A attached hereto' This contract is subject to the Conditions and Stipulations set forth on the back page hereof which Conditions and Stipulations1r1 g1de 2 pAart of this contract. January Dated G - ! 1991 City of Evanston Purchaser BY: (Address) 2100 Rid&e AvpnuP - Evanston, IL 60204 Purchaser (Address) MAP Investments Incorporated Seller By : (Address) 7440 Frontage Road, Skokie, IL 60076 Philip V. Zera, President Seller (Address) *Form normally used for sale of property improved with multi -family structures of four or more units or of commercial or industrial properties. CONDITIONS AND STIPULATIONS I. Seller shall deliver or cause to be delivered to Purchaser or Purchaser's agent, not less than S days prior to the time of closing, the plat of survey (if one is required to be delivered under the terms of this contract) and a title commitment for an owner's title insurance policy issued by the Chicago Title Insurance Company in the amount of the purchase price, covering title to the real estate on or after the date hereof, showing title in the intended grantor subject only to (a) the general exceptions contained in the policy, (b) the title exceptions set forth above, and (c) title exceptions pertaining to liens or encumbrances of a definite or ascertainable amount which may be removed by the payment of money at the time of closing and which the Seller may so remove at that time by using the funds to be paid upon the delivery of the deed (all of which are herein referred to as the permitted exception%). The title commitment shall be conclusive evidence of good title as therein shown as to all matters insured by the policy, subject only to the exceptions as therein stated. Seller also %hall furnish Purchaser an affidavit of title in customary form covering the date of closing and showing title in Seller subject only to the p tied exccptions in foregoing items (h) and (c) and unpermilted exceptions or defects in the title disclosed by the survey, if any, as to which the title r commits to extend insurance in the manner specified in paragraph 2 below. 2. If the title commitment or plat of survey (if one is required to be delivered under the terms of this contract) discloses either unpermitled exceptions or survey matters that render the title unmarketable (herein referred to as "survey defects"), Seller shall have 30 days from the date of delivery thereof to have the exceptions removed from the commitment or to correct such survey defects or to have the title insurer commit to insure against loss or damage that may be occasioned by such exceptions or survey defects, and, in such event, the time of closing shall be 35 days after delivery of the commitment or the time expressly specified in paragraph 5 on the front page hereof. whichever is later. If Seller fails to have the exceptions removed or correct any survey defects, or in the alternative, to obtain the commitment for title insurance specified above as to such exceptions or survey defects within the specified time. Purchaser may terminate this contract or may elect, upon notice to Seller within 10 days after the expiration of the 30•day period, to take title as it then is with the right to deduct from the purchase price liens or encumbrances of a definite or ascertainable amount. If Purchaser does not so elect, this contract shall become null and void without further action of the parties. 3. Rents, premiums under assignable insurance policies, water and other utility charges, fuels, prepaid service contracts, general taxes, accrued interest on mortgage indebtedness, if any, and other similar items shall be adjusted ratably as of the time of closing. If the amount of the current general taxes is not then ascertainable, the adjustment thereof except for that amount which may accrue by reason of new or additional improvements shall be on the basis of the amount of the most rext iTruinable taxcs�.� v.,.-"�^^^M idw.. All real estate taxes -be `'.- shall be paid by Seller. This obligation shall survi_v_e_.the__closi_ng of this transaction as long as Purchaser shall immediately after the closing. properly file for the property to be exempted from the tax rolls. Seller shall be entitled to receive any refunds for the real estate taxes. _ All prorations are final unless provided otherwise herein. Existing leases and assignable insurance policies, if any, shall then be assigned to Purchaser. Seller shall pay the amount of any stamp tax imposed by State law on the transfer of the title, and shall furnish a completed Real Estate Transfer Declaration signed by the Seller or the Seller's agent in the form required pursuant to the Real Estate Transfer Tax Act of the State of Illinois, and shall furnish any declaration signed by the seller or the seller's agent or meet other requirements as established by any local ordinance with regard to a transfer or 40saction tax. Such tax required by local ordinance shall be paid by the Purchaser. 4. The provisions of the Uniform Vendor and Purchaser Risk Act of the State of Illinois shall be applicable to this contract. S. If this contract is terminated without Purchaser's fault, the earnest money shall be returned to the Purchaser, but if the termination is caused by the Purchaser's fault, then at the option of the Seller and upon notice to the Purchaser, the earnest money shall be forfeited to the Seller and applied first to the payment of Seller's expenses and then to ' ` '---` '`" `'''-"` "` "_. to be retained by the Seller as liquidated damages. 6. At the election of Seller or Purchaser upon notice to the other party not less than 5 days prior to the time of closing, this sale shall be closed through an escrow with Chicago Title and Trust Company, in accordance with the general provisions of the usual form of Deed and Money Escrow Agreement then in use by Chicago Title and Trust Company, with such special provisions inserted in the escrow agreement as may be required to conform with this contract. Upon the creation of such an escrow, anything herein to the contrary notwithstanding, payment of purchase price and delivery of deed shall be made through the escrow and this contract and the earnest money shall be deposited in the escrow. The cost of the escrow shall be divided equally between Seiler and Purchaser. (Strike paragraph if inapplicable.) 7. Time is of the essence of this contract. 8. Any payments herein required to be made at the time of closing shall be by certified check or cashier's check, payable to Seller. 9. AU notices herein required shall be in writing and shall be served on the parties at the addresses following their signatures. The mailing of a notice by Wstered or certified mail, return receipt requested, shall be sufficient service. 10. Seller represents that he 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 will furnish Purchaser at closing the Exemption Certification set forth in said Section. Rider A To Real Estate Sale Contract Between City of Evanston ("Purchaser") and MAP Investments Incorporated ("Seller") Dated January , 1991 • R-1. The terms and conditions of this Rider shall supersede the terms and conditions of the Contract to which this Rider is attached to the extent of conflict therewith. , R-2. Seller shall deliver the possession of the real estate to Purchaser at the closing and no other party shall bein possession of the real estate at such time. R-3. Seller has provided Purchaser with two Phase I environmental reports prepared by an independent environmental consulting firm selected by Seller. Further, Seller has arranged a meeting between the City and the foregoing consultants as well as the environmental consultants involved in supervising the remediation activities resulting from spillage which occurred during the removal of fuel storage tanks located on property purchased by Seller from Marquette Coal. These environmental reports did not identify any environmental concerns requiring further testing or remediation with respect to any portion of the property other than the fuel storage tank area and property occupied by A -Suburban Auto Wreckers. Seller has been advised by its environmental consultants that all required remediation has been completed and a report seeking closure has been filed with the Illinois EPA with respect to the fuel spillage area. MAP intends to hire an environmental consultant and have performed any necessary remediation work with respect to property occupied by A - Suburban Auto Wreckers as soon as sucn property is vacazea. Tne • City shall be under no obligation to take title to the real estate until the Illinois EPA grants closure on the fuel spillage incident. It is agreed that MAP may have any necessary remediation performed with respect to the A -Suburban Auto Wreckers property subsequent to closing. MAP represents and warrants that it is not aware of any environmental issues with respect to the real estate not identified in the environmental reports or arising from the spillage incident. MAP agrees to use its best efforts to have any remediation work, if any, which may be required with respect to the A -Suburban Auto Wreckers property completed promptly after closing. This obligation of MAP shall survive closing. R-4. Not less than ten (10) days prior to Closing, Seller will: A. obtain an environmental report (the "Consultant's Report") regarding the Property, prepared by Environmental Risk Consultants, Inc. or Wang Engineering, Inc. or another environmental engineer or consultant selected by Seller and reasonably acceptable to Purchaser (the "Environmental Consultant"), which Consultant's Report specifies remedial work (the "Remedial Work") necessary so that the Property is rendered free, within the limits prescribed by all applicable laws, rules and regulations of the U.S. Environmental Protection Agency, the Illinois Environmental Protection Agency (the "IEPA") and all other appropriate government agencies having jurisdiction over environmental matters at the Property as of the date of the • Consultant's Report, of any hazardous materials described in the Consultant's Report; It is understood and agreed by and between Purchaser and Seller that the two reports from Environmental Risk Consultants, Inc. dated May 22, 1989 and December 21, 1989, receipt of which is hereby acknowledged by Purchaser, complies with the requirements of (Page 1) this subparagraph R-5A. B. Perform the Remedial Work; provided, however, that if Seller shall not complete any Remedial Work prior to Closing, Seller shall be permitted to complete such Remedial Work after the Closing (and the Closing shall not be delayed by reason thereof) if the Final Report states that such post -closing Remedial Work should • not materially interfere with or affect Purchaser's use of the Property during the expected period of such Remedial Work; and C. Deliver to Purchaser an updated environmental report (the "Final Report") of the Environmental Consultant, addressed to Purchaser, Seller and such other persons, firms or entities as either Purchaser or Seller may reasonably deem appropriate (Purchaser being obligated to notify Seller in writing not later than twenty (20) days prior to the Closing of the identity of any such other persons, firms or entities), which Final Report shall confirm that (x) the Remedial Work has been completed, other than Remedial Work which is specified in the Final Report as not having been completed ("Post -Closing Remedial Work"), and (y) Seller's completion post -closing of the Post -Closing Remedial Work should not materially interfere with or affect Purchaser's use of the Property during the expected period of such Remedial Work. 'If there is any Post -Closing Remedial Work and the closing occurs, Seller's covenants to cause the Post -Closing Remedial Work to be completed (at Seller's cost) as promptly as reasonably possible after the Closing. Purchaser shall pay all additional costs imposed by the Environmental Consultant in order to address the Final Report to any other persons, firms or entities to which Purchaser directs the Final Report be addressed. Seller's obligations under this Paragraph (other than the obligation to complete post -closing any Post -Closing Remedial Work) shall not survive the closing. Seller's obligation to complete the • Post -Closing Remedial Work and its obligations under the last sentence of this paragraph shall terminate if Purchaser, its successors or assigns, or their respective officers, employees, agents or contractors (i) unreasonably interfere with Seller's performance of all or any of the Post -Closing Remedial Work, 'and such interference continues for five days after notice thereof to Purchaser, or (ii) release or disturb any hazardous materials on or at the Property prior to Seller's completion of the Post -Closing Remedial Work. Purchaser may request once after Closing that Seller reaffirm in writing to Purchaser its obligation (subject to the provisions of the immediately preceding sentence) to complete any Post -Closing Remedial Work not completed by the date of such request. The parties hereto agree to reasonably cooperate so that all Post -Closing Remedial Work may be promptly and duly completed by Seller. Purchaser will indemnify, defend and hold harmless Seller and its successors and assigns, and their respective shareholders, directors, officers, employees and agents, against all liabilities, damages, loss, actions, causes of action, claims, cost and expense incurred as a result of any such release or disturbance by Purchaser, or its successor or assigns, or their respective officers, employees, agents or contractors. Purchaser's obligations under the provisions of this paragraph and (subject to the provisions of this paragraph) Seller's obligations under this paragraph shall survive the Closing and the consummation of the transactions contemplated hereby. Seller will indemnify, defend and hold harmless Purchaser, its successors and assigns, and their respective officers, employees and agents, against all liabilities, • damages, loss, actions, causes of action, claims, cost and expense arising out of Seller's completion of any Post -Closing Remedial Work. (Page 2) 0 • • R-5 As of this date the parties recognize that the value of the property may be in excess of $3.00 per square foot but in consideration of the benefits to the parties it is hereby agreed that the purchase price is as set forth herein. R-6 In the event the City enters into a contract to resell subject real estate and the City closes on said contract within 240 days from the date hereof then the City agrees to pay to the Seller that portion of the proceeds of said transaction in excess of $3.00 per square foot minus the City's expenses incurred in closing the two real estate transactions. At the sole option of the Seller, the 240 day time period to close may be extended for -additional 240 days. R-7 The Seller is hereby granted the right at its sole option to repurchase subject property at $3.00 per square foot for a period of 30 days following notice by the City that the proposed development by third parties now under discussion or its nominees will not proceed. R-8 It is further agreed by the parties that prior to the acquisition of the subject property by a third party or parties the City Council will enact the necessary ordinance to vacate that portion of Pitner Avenue lying between and Cleveland Street on the South and Washinqton Street on the North being approximately 20,000 square feet. SELLER: MAP Investments Incorporated By. Title: Printed Name of Signatory PURCHASER: City of Evanston By= Title: Printed Name ofiSignatory: . Attest: By. Its: (Page 3) Exhibit A to Resolution 11-R-91 ' t COMMENCING AT A POINT ON THE SOUTH LINE OF MAIN STREET (SAID SOUTH LINE 6EING 33.00 FEET SOUTH OF THE NORTH LINE OF SAID SOUTHWEST QUARTER OF SAID SECTION 24 AS MEASURED PERPENDICULAR THERETO) AND 56.50 FEET NORTHWESTERLY FROM THE CENTERLINE OF THE MOST SOUTHEASTERLY OR SOUTHBOUNO MAIN TRACK OF THE CHICAGO AND NORTHWESTERN TRANSPORTATION COMPANY AS SAID MAIN TRACK WAS LOCATED PRIOR TO ITS REMOVAL SAID POINT ALSO BEING THE NORTHEAST CORNER OF GENERAL DYNAMICS- EVANSTON INDUSTRIAL PARK BEING A SUBDIVISION IN THE SOUTHWEST QUARTER OF SAID SECTION 24 RECORDED ON APRIL 28. 1969 AS DOCUMENT 20823144 AND ^` RERECORDED ON MAY 16, 1969 AS DOCUMENT 20B43500; THENCE ALONG SAID i • SOUTH LINE OF MAIN STREET NORTH 90 DEGREES 00 DEGREES 00 MINUTES EAST A DISTANCE OF 19.52 FEET TO THE POINT OF BEGINNING; THENCE SOUTH 24 DEGREES 26 MINUTES 16 SECONDS WEST A DISTANCE OF 128.42 FEET; THENCE SOUTH 65 DEGREES 33 MINUTES 44 SECONDS EAST A DISTANCE OF 2.84 FEET TO A POINT OF CURVATURE; THENCE ALONG A CURVE TO THE LEFT HAVING A RADIUS OF 745.96 FEET AN ARC LENGTH OF 64.57 FEET AND HAVING A CHORD WHICH BEARS SOUTH 16 �. DEGREES 57 MINUTES 37 SECONDS WEST TO A POINT OF REVERSE CURVATURE; THENCE ALONG A CURVE TO THE RIGHT HAVING A RADIUS OF 685.96 FEET AN ARC 1 LENGTH OF 119 21 FEET AND HAVING A CHORD WHICH BEARS SOUTH 19 DEGREES 27 MINUTES 32 MINUTES WEST; THENCE SOUTH 24 DEGREES 26 MINUTES 16 SECONDS WEST A DISTANCE OF 1 102.88 FEET; THENCE NORTH 89 DEGREES 45 MINUTES 16 SECONDS EAST A DISTANCE OF 366.35 FEET; THENCE NORTH 02 DEGREES 27 MINUTES 49 SECONDS EAST A DISTANCE OF 60.06 FEET; THENCE SOUTH 89 DEGREES 45 MINUTES 16 SECONDS WEST A DISTANCE OF 228.78FEET TO A POINT OF CURVATURE; THENCE ALONG A CURVE TO THE RIGHT HAVING A RADIUS OF 30.00 • FEET AN ARC LENGTH OF 60.05 FEET AND HAVING A CHORD WHICH BEARS NORTH 32 DEGREES 54 MINUTES 14 SECONDS WEST TO A POINT ON THE SOUTHEAST LINE OF THE CHICAGO AND NORTHWESTERN TRANSPORTATION COMPANY RIGHT OF WAY; THENCE ALONG SAID SOUTHEAST LINE OF THE CHICAGO AND NORTHWESTERN TRANSPORTATION COMPANY RIGHT OF WAY NORTH 24 DEGREES 26 MINUTES 16 SECONDS CAST A DISTANCE OF 1115.57 FEET TO A POINT 195.00 FEET SOUTHWESTERLY AS MEASURED ALONG SAID SOUTHEASTERLY LINE OF THE CHICAGO AND NORTHWESTERN TRANSPORTATION COMPANY RIGHT OF WAY FROM ITS INTERSECTION WITH SAID SOUTH LINE OF MAIN STREET (SAID SOUTH LINE BEING 33 00 FEET SOUTH OF THE NORTH LINE OF SAID SOUTHWEST QUARTER OF SECTION 24 AS MEASURED PERPENDICULAR THERETO); THENCE NORTHWESTERLY AT RIGHT ANGLES TO THE LAST DESCRIBED COURSE A DISTANCE OF 12.00 FEET TO A POINT 0TANT 9.0 FEET EASTERLY, MEASURED RADIALLY, FROM THE CENTERLINE OF THE ICAGO AND NORTHWESTERN TRANSPORTATION COMPANY SPUR TRACK ICC NUMBER E-232, AS SAID SPUR TRACK WAS ORIGINALLY LOCATED AND ESTABLISHED PRIOR TO ITS REMOVAL; THENCE PARALLEL WITH SAID SPUR TRACK NORTH 14 DEGREES 28 MINUTES 49 SECONDS EAST A DISTANCE OF 37.19 FEET TO A POINT DISTANT 25.0 FEET SOUTHEASTERLY, MEASURED AT RIGHT ANGLES, FROM THE CENTERLINE OF THE MOST SOUTHEASTERLY MAIN TRACK OF THE CHICAGO AND NORTHWESTERN TRANSPORTATION COMPANY AS ORIGINALLY LOCATED AND ESTABLISHED PRIOR TO ITS REMOVAL; THENCE PARALLEL WITH SAID CENTERLINE OF THE MOST SOUTHEASTERLY MAIN TRACK OF THE CHICAGO AND NORTHWESTERN TRANSPORTATION COMPANY AS ORIGINALLY LOCATED AND ESTABLISHED PRIOR TO ITS REMOVAL NORTH 24 DEGREES 26 MINUTES 16 SECONDS EAST A DISTANCE OF 150.00 FEET TO A POINT ON THE SAID SOUTH LINE OF MAIN STREET; THENCE ALONG SAID SOUTH LINE OF MAIN STREET NORTH 90 DEGREES 00 MINUTES 00 SECONDS WEST A DISTANCE OF 69.35 FEET TO THE POINT OF BEGINNING. IN COOK COUNTY, ILLINOIS.