HomeMy WebLinkAbout04-280 Resolution No. 04-280
RESOLUTION -
RATIFYING THE EXECUTION OF AN ASSIGNMENT AGREEMENT WITH
WISPARK, L.L.C. AND THE GROVE AT RANDALL, L.L.C.
FOR INTERSECTION IMPROVEMENTS ON RANDALL ROAD
BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF ELGIN,ILLINOIS,that it
hereby ratifies the execution of an Assignment Agreement by Ed Schock, Mayor, and Dolonna
Mecum, City Clerk, with Wispark, L.L.C. and The Grove at Randall, L.L.C. for intersection
improvements on Randall Road, a copy of which is attached hereto and made a part hereof by
reference.
s/Ed Schock
Ed Schock, May
Presented: October 13, 2004
Adopted: October 13, 2004
Vote: Yeas: 6 Nays: 0
Attest:
s/Dolonna Mecum
Dolonna Mecum, City Clerk
I
f
9/23/04
ASSIGNMENT AGREEMENT
This assignment agreement made and entered into this ay
of I 2004 , by and between the WISPARK L.L.C. ,
a Wisconsin limited liability company (hereinafter referred to as
"Wispark" ) , THE GROVE AT RANDALL, L.L. C. , an Illinois limited
liability company (hereinafter referred to as "The Grove" ) and the
CITY OF ELGIN, an Illinois municipal corporation (hereinafter
referred to as the "City" ) .
WITNESSETH
WHEREAS, the City and the Crown Group, Inc . , the then record
owner of the property commonly known as the Galvin. Thomas Parcel
entered into an annexation agreement for such property dated
September 26, 1991 ; and
WHEREAS, Wispark Corporation, a Wisconsin corporation, was the
successor in title with respect to a portion of such property
commonly known as the Galvin South Parcel ; and
WHEREAS, the City and the Wispark Corporation entered into a
First Amendment to the Annexation Agreement for the Galvin South
Parcel dated March 30 , 20.00 (such First Amendment Annexation
Agreement for the Galvin South Parcel dated March 30, 2000, is
hereinafter referred to as the "Subject First Amendment Annexation
Agreement" ) ; and
WHEREAS, Wispark is the -successor.-. in interest to the Wispark
Corporation; and
WHEREAS, Section 7, Subparagraphs A through D thereof, of the
Subject First Amendment Annexation Agreement refers to a signalized
intersection to be constructed by Wispark on Randall Road adjacent
to the Galvin South Parcel, a copy of such Section 7 of. the Subject
First Amendment Annexation Agreement and Exhibits C and D to the
Subject First Amendment Annexation Agreement being attached hereto
as Group Exhibit 1 ; and
WHEREAS, The Grove is the contract purchaser of a portion of
the Galvin South Parcel ; and
WHEREAS, Wispark and The Grove desire to enter into an
assignment agreement to provide for an assignment of the provisions
of Section 7, Subparagraphs A through D thereof, of the Subject
First Amendment Annexation Agreement from Wispark to the Grove and
Wispark and The Grove- have requested that the City consent to such
an -assignment agreement .
NOW, THEREFORE, for and in consideration of the mutual
undertakings as set forth herein, and other good and valuable
consideration, the receipt and sufficiency of which is hereby
acknowledged, the parties hereto agree as follows :
1 . That Wispark hereby assigns to The Grove all of its
rights, obligations and interests in and to the provisions of
Section 7, Subparagraphs A through D thereof, of the Subject First
Amendment Annexation Agreement .
2 . That The Grove hereby accepts all of Wispark' s rights,
obligations and interests in and to the provisions of Section 7,
Subparagraphs A through D thereof, of the Subject First Amendment
Annexation Agreement . For purposes of clarification, it is agreed
and understood that the City' s contribution toward the construction
of the intersection shall be limited to the actual costs of the
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construction of such intersection but not to exceed the total
amount of $110, 000 .
3 . The City of Elgin hereby consents to the provisions of
this assignment agreement and hereby releases Wispark from the
obligations being assigned to The Grove pursuant to this Assignment
Agreement .
.4 . That this assignment agreement shall become effective
upon The Grove completing its purchase from Wispark of the portion
of the Galvin South Parcel to be developed with the development
commonly known as The Grove .
5 . This agreement may be executed and delivered in any
number of counterparts, each of which so executed or delivered
shall be deemed an original and all of which shall constitute one
and the same instrument .
IN WITNESS WHEREOF, the parties have entered into and executed
this assignment agreement on the date and year first written above .
-W I S PARKRr nm�� � L. L.C. THE' GROVE AT 'RANDALL, -L.L.C .
By By
It S Its
Attest : Attest :
Its lGf /,?i/ //t {' Its
CITY OF ELGIN
By
ayor
Attes :
City Clerk
F:\Legal Dept\Agreement\Wispark Corp-Assignment Agreement.doc
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° s Group Exhibit 1
Drive or Vantage Drive which were constructed by Owner as
part of Phase I of Northwest Corporate Park.
7 . - A. Exhibit "D" attached hereto is a photocopy of
Exhibit "H." attached to the Galvin South Agreement on which the
"Intersection" has been. identified. The City acknowledges and
agrees M to the location of Intersection as depicted on Exhibit
"D" , (ii) that the Intersection shall be a three-way* intersection
without restriction 'on vehicular movement, and (iii) shall be
signalized in accordance with the Intergovernmental Agreement,
defined 'in the following Paragraph B.
B. - Owner and .the .City recognize that the Kane County (the
"Count)(") Division of' Transportat_ion controls the permitting
process. -for access to Randall Road and Owner further recognizes.
that the City .and .the County have. previously executed an
Intergovernmental' Agreement (•"Intergovernmental Agreement!')
relating to access to Randall Road, including from the Galvin
South Parcel. The City U) acknowledges that- the location of the
Intersection, as depicted on Exhibit "D" , is in conformance with
the Intergovernmental Agreement and (ii) agrees that -it shall
charge no access fees or charges other than its normal permit
fees relative to- the construction of the Intersection.
C. Item No. 4 on Exhibit "C" attached to -this Amendment is
a drawing which -depicts details of the design of :the
Intersection. ' The City and .Owner agree .-that the. City'.s
contribution. toward the construction of the Intersecti.on 'shall be
`$110,00,0 . 00, which shall be paid to Owner in the second quarter
of the- City' s - first fiscal- year following the acceptance of the
improvements of the: Intersection by the City and the County, as
applicable, plus. interest on the City' s prorata share of .each
disbursement by Owner with respect to the Intersection, computed
from the date of each such disbursement, at a- rate equal to the
Federal Reserve Prime Rate of Interest as published in the Wall
Street Journal, with the.' rate changing -on .the first day of the
following month.
-D. Owner agrees to dedicate to the City, to the extent it
has or obtains title, at-no cost to the City, all real estate
needed for the construction of the west. leg of the Intersection.
Owner further agrees to be fully responsible for the construction
of.. any south-bound right turn deceleration lanes included in the =
design of the Intersection.
. .E. Owner agrees to dedicate to the County, to the extent it
has or obtains title, at no- cost to the City or- the County, . an-
additional right-of-way of thirty (.3 0) feet along the existing
west right-of-way line of Randall Road as and• for future
expansion of such roadway and for no other purpose. The- final
layout shall be as mutual;ly agreed between the City, the County,
and .Owner:
C:\myfiles\wsprkwsm.amd- 5 .
F. The City acknowledges that the name of east-west street
comprising the .west leg of the Intersection shall be determined
by Owner and communicated to the City Planning Department prior
to passage of the resolution approving the final plat of the`
initial phase of such subdivision.
G: One point of connection within the Subject Property
shall be established in order to provide a public right-of-way
access to Randall Road for the Gaitsch Parcel, defined on Exhibit
"E" .'(referred to in' the .Galvin South Annexation Agreement as the
"Heinkel Parcel") . That portion of the Galvin South Parcel lying
between Points A and B on Exhibit "E" . attached hereto shall
hereinafter be called !Future .Vantage Drive. " The City and Owner
acknowledge that: (i) Future Vantage Drive, if improved as a
public roadway, would provide. no benefit to the Galvin South
its ts sole -purpose being to. provide alternate access to
Randall Road for the Gaitsch Parcel; and (ii) due to the. present
lack of development plans for the Gaitsch Parcel, it is not known
for certain whether 'Future Vantage Drive will be desired for such
access'. The final plat- of subdivision of that portion of the
Galvin South Parcel adjacent to the Gaitsch Parcel shall assign a.
separate lot number to* Future Vantage Drive. and Owner agrees to..
reserve Fixture Vantage Drive for possible ue as a public private
roadway for use of the Gaitsch Parcel for alternate access to
Randall Road. The timing of the dedication of Future Vantage
Drive as a public right-of-way shall be as required by the City;.
provided, . however, that Owner's duties. and City' s. rights pursuant
to this Paragraph 7 -G shall terminate and be of..no further force .
or effect upon the expiration of ten (10) years from the -date of
this Amendment. The City acknowledges that Owner shall not be-
responsible for any surface or. underground improvements for
Future 'Vantage .Drive, it being-. the. intention of the City and
Owner that the developer of the. Gaitsch Parcel shall be .solely
responsible for the installation of .all improvements within
.Future Vantage.. Drive. In addition, . upon development. of- the .
Gaitsch Parcel in such a manner that Future Vantage Drive_ shall
be improved, the City agrees that, to the extent permitted by
law, as a, condition to - issuance of' a permit to allow the Gaitsch
Parcel .access -to Future Vantage 'Drive and the issuance of a
permit to construct such Future Vantage Drive improvements, the
- City shall: require proof from such Gaitsch Parcel developer that
Owner has been reimbursed for M the land lying within Future
Vantage Drive, based. upon the.fair market value thereof on the
date of- such dedication, determined .with reference to the fair.
market value of the land adjacent to Future Vantage Drive, and
(ii) 15/135th's of the the sum of the unreimbursed cost to Owner
of (a) the installation of the Intersection, as -defined in the
foregoing Paragraph 7 A, .and ' (b) the interconnection and co-
ordination expenses -related to the signalization of the
Intersection.
At such time as the . Gaitsch Parcel has been developed' in
such a manner that Future' Vantage Drive, if improved, would not
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connect to a. public street on the Gaitsch .Parcel, the City agrees
that., upon written request of Owner, it shall vacate Future
Vantage Drive if such Future Vantage Drive had previously been
dedicated as a public right of way, or alternatively release the
Owner 'from its obligations -hereunder with respect to..Future
Vantage Drive regarding the dedication thereof, whereupon Owner
shall be free to deal with Future Vantage Drive in such a manner
as. if this Paragraph 7 G had never existed'.
H. The City agrees that, . during the site preparation phase
of the- development of the-' Galvin South Parcel, Owner: shall have
the, right'-to traverse' GalvinDrive' in an. east'-west direction with
earth .moving equipment, provided Owner constructs and uses for
such earth-moving activities a temporary land bridge, in
accordance with generally-accepted 'construction standards, for
the protection of existing Galvin Drive' surface -improvements. In
addition, the City agrees that Owner may conduct farmed
stockpiling of soil from such earth-moving activities on the
subdivided lots lying west of Galvin. Drive.
I. The City agrees that Owner shall not be required. to
establish a signage district for the construction of any monument
signs desired by Owner for -the- identification of Owner' s project
on the Galvin South Parcel so long' as any such signs are similar-
to the monument sign constructed by -Owner and currently -located
-- at the intersection of .Northwest Parkway and Randall Road, 1n
Phase I- of NorthWest Corporate Park. The City specifically
acknowledges that Owner may install a monument sign in- the
- general location of the southeast: corner• of the Galvin South
Parcel as well as at -either the north or south side of the
intersection -of the east-west street and Randall Road.
8 . Insofar as the terms and provisions of this Amendment
purport to modify, amend, or are in conflict -.with the terms and
provisions of. the Galvin South Agreement, the terms. and
provisions of ' this Amendment shall .govern and control . To the
extent the terms and provisions of' this Amendment are fully or
partially executory upon the expiration of the ten (10) year term
of the Galvin South Agreement.; such executory- provisions shall
survive. for a full term of ten (10) years from the date hereof.
In all other respects, the Galvin South Agreement shall - remain in
full force .and effect and unmodified..
IN WITNESS WHEREOF; Owner and the City have hereunto set
their hands and seals, and have caused -this instrument to be
executed by their dUly 'authorized officials and. the corporate
seal . affixed hereto., all on the day .and year first above written..
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PRELIMINARY PLAN FOR NORTHWEST CORPORATE PARK PHASE III
1. A.L.T.A/A.C.S.M. Land' Title Survey (Sheet 1) prepared by
Cowhey Gudmundson Leder, Ltd. , dated November 19, 1998
(revision date May *24, 1999) .
2. Preliminary Plat (Sheet 1) prepared by Cowhey Gudmundson
Leder, Ltd. , dated May 28, 1999, as adjusted per .Exhibit
nEn
3 . Preliminary Engineering Plan (Sheet 1) prepared by Cowhey .
Gudmundson Leder, Ltd. , dated May 28, 1999 .
4. Intersection Improvements (Sheet 1) prepared by Cowhey
Gudmundson Leder., Ltd. , dated January 26, . 2000 .
5. Preliminary Engineering Calculations for Northwest
Corporate Park - Phase- III prepared by Cowhey Gudmundson
Leder, Ltd. , dated May 28, 1999 .
Northwst.PP
EXXHIBIT.,. ,.
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October 8, 2004 '•E
FINANCIALLY STABLE CITY GCftSFNMENT
EFFICIENT SERVICES,
TO: Mayor and Members of the City Council AND QUALITY INFRASTRUCTURE
FROM: David M. Dorgan, City Manager /
William A. Cogley, Corporation Coif sel
SUBJECT: Proposed Assignment Agreement Between Wispark L.L.C., The Grove at
Randall, L.L.C. and the City of Elgin Regarding Intersection Improvements on
Randall Road
PURPOSE
The purpose of this memorandum is to submit to the Mayor and members of the City Council a
proposed Assignment Agreement between Wispark L.L.C., The Grove at Randall, L.L.C., and
the City of Elgin regarding intersection improvements on Randall Road.
RECOMMENDATION
It is recommended that the City Council approve the proposed Assignment Agreement.
BACKGROUND
The City and the Crown Group, Inc., the then record owner of the property on the west side of
north Randall Road known as the Galvin Thomas Parcel entered into an Annexation Agreement
for such property dated September 26, 1991. Wispark L.L.C. is the successor in title with
respect to a portion of such property known as the Galvin South Parcel.
The City and Wispark entered into a First Amendment to the Annexation Agreement for the
Galvin South Parcel dated March 30, 2000. Section 7, subparagraphs A-D thereof, of the subject
First Amendment Annexation Agreement refers to a signalized intersection to be constructed by
Wispark on Randall Road adjacent to the Galvin South Parcel. A copy of such Section 7 of the
subject First Amendment Annexation Agreement and Exhibits C and D thereto which depict the
location of the referenced intersection on Randall Road are included in the attachments hereto.
The Grove at Randall L.L.C. is the contract purchaser of a portion of the Galvin South Parcel.
The Grove at Randall has recently obtained zoning approval for the development to be known as
The Grove. Wispark and The Grove at Randall desire to enter into an Assignment Agreement to
i
Proposed Assignment Agreement Between Wispark Corporation, The Grove at Randall and the
City of Elgin Regarding Intersection Improvements on Randall Road
October 8, 2004
Page 2
provide for an assignment from Wispark to The Grove at Randall of the rights and obligations of
the provisions of Section 7, subparagraphs A-D, of the subject First Amendment Annexation
Agreement and have requested that the City consent to such an Assignment Agreement. A copy
of the proposed Assignment Agreement is attached hereto.
Section 7 of the subject First Amendment Annexation Agreement specifies the location and
certain engineering details regarding the intersection to be constructed by the developer on
Randall Road. Section 7C provides that the City will contribute $110,000 plus the specified
interest toward the construction of such intersection which will be paid to the owner in the
second quarter of the City's first fiscal year following the acceptance of the improvements of the
intersection by the City and the County.
The Mayor and members of the City Council will recall that the Corporation Counsel spoke to
each of you regarding this agreement at the end of the week of September 20, 2004. The
approval of this agreement by the City was the last condition for the closing of the sale of the
subject property from Wispark to The Grove at Randall. Because of these circumstances the
City Council agreed to allow the Mayor and City Clerk to execute the Assignment Agreement on
behalf of the City with the subsequent council action being in the form of the ratification of such
execution. Mayor Schock and the City Clerk then proceeded to execute the Assignment
Agreement on behalf of the city.
COMMUNITY GROUPS/INTERESTED PERSONS CONTACTED
None.
FINANCIAL IMPACT
None.
LEGAL IMPACT
None.
ALTERNATIVES
Approval of the Assignment Agreement and the ratification of the Mayor and City Clerk's
execution thereof is the appropriate alternative given the City's prior execution of the agreement.
Respectfully submitted for Council consideration.
mg
Attachment