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HomeMy WebLinkAbout08-155 Resolution No. 08-155 RESOLUTION AUTHORIZING EXECUTION OF A REAL ESTATE SALES CONTRACT WITH JUAN HERNANDEZ (Westerly Portion of Unimproved Alley Lying Between Heine Avenue and McLean Boulevard) BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF ELGIN, ILLINOIS,that Ed Schock,and Diane Robertson,City Clerk,be and are hereby authorized and directed to execute a Real Estate Sales Contract on behalf of the City of Elgin with Juan Hernandez, for the sale of property commonly known as the westerly portion of unimproved alley lying between Heine Avenue and McLean Boulevard,Elgin,for$2,925,a copy of which is attached hereto and made a part hereof by reference. s/ Ed Schock Ed Schock, Mayor Presented: June 11, 2008 Adopted: June 11, 2008 Omnibus Vote: Yeas: 6 Nays: 0 Attest: s/Diane Robertson Diane Robertson, City Clerk REAL ESTATE SALES CONTRACT 1. Juan Hernandez (the "Purchaser," herein) agrees to purchase at the price of Two Thousand Nine Hundred Twenty-Five Dollars and 00/100 ($2,925.00) on the terms set forth herein, the real estate (the "Real Estate," herein) legally described as follows: The Westerly V2 of the Vacated Alley lying Northerly of and adjoining Lots 10, 11, 12 and 13 in Block 1 of Columbia Park Addition to Elgin, in the City of Elgin, Kane County, Illinois. 2. The City of Elgin, an Illinois municipal corporation (the "Seller," herein) agrees to sell the Real Estate described above at the price and terms set forth herein and to convey its interest in such Real Estate by quit claim deed to Purchaser subject to all matters of record or otherwise including, but not limited to: general real estate taxes for the years 2007 and subsequent years; special governmental taxes or assessments for improvements not yet completed; unconfirmed special governmental taxes or assessments; covenants, conditions and restrictions; easements, if any; encroachments, if any; the provisions of Paragraph 10 of this agreement; the reservation of easements described in Paragraph 3 of this agreement; and any private easement rights or rights of access of abutting property owners, if any. 3. Prior to closing Seller shall provide for the adoption of an ordinance vacating the subject portion of the Real Estate as a public right-of-way. In addition to the purchase price Purchaser shall pay to the Seller the amount of Three Hundred Thirty-Five Dollars ($335.00) as a fee for the vacation of the subject portion of the Real Estate. Purchaser shall also pay to the Seller the amount of Seven Hundred Dollars ($700.00) as a fee for the appraisal of the subject portion of the Real Estate. It is expressly agreed and understood that, in addition to other matters as set forth herein, Seller's conveyance to the Purchaser of the Real Estate shall also be subject to the reservation of easements as set forth in the proposed ordinance vacating the subject portion of the Real Estate, attached hereto as Exhibit A and incorporated herein by this reference. 4. The time of Closing (the "Closing," herein) shall be on or before June 30, 2008, or such other date as may hereafter be agreed to by the parties. 5. Any and all costs of any title or survey desired by the Purchaser shall be paid by the Purchaser. All costs of recording shall also be paid by the Purchaser. 6. There shall be no prorations. Seller shall convey its interest in the property to the Purchaser subject to, among other matters, any and all general taxes, special assessments and any other similar items. 7. Time is of the essence of this contract. 8. All notices herein shall be in writing and shall be served on the parties at the addresses following their signatures. The mailing of a notice by registered or certified mail, return receipt requested, shall be sufficient service. 9. Seller shall deliver possession to Purchaser on the closing. 10. A. The parties hereto understand and agree that the Seller is conveying the Real Estate to the Purchaser "as is" and "where is" without any representations or warranties whatsoever, including but not limited to representations or warranties relating to the condition, merchantability or suitability of the Real Estate for any particular purpose or as to any Environmental Condition, (as hereinafter defined) which may or may not exist on the Real Estate. B. To the fullest extent permitted by law, the Purchaser agrees to and shall indemnify, defend and hold harmless the City, its officers, employees, boards and commissions from and against any and all claims, suits, judgments, costs, attorneys' fees, damages or other relief or liability by or from any other owners of property adjoining the Real Estate arising out of or resulting from vacation of the subject portion of the Real Estate or the sale of the Real Estate to the Purchaser. In the event of any action against the City its officers, employees, agents, boards or commissions covered by the foregoing duty to indemnify, defend and hold harmless, such action shall be defended by legal counsel of the City's choosing. In the event and to the extent that any legal work is performed by the City's in- house legal counsel pursuant to the provisions of this section, the City shall be reimbursed by the Purchaser for such legal work at the rate of $200 per hour, which rate the Purchaser hereby agrees and acknowledges to be a reasonable rate for such in-house attorneys' fees. C. The parties hereto further understand and agree that the Seller shall have no responsibility for any response or corrective actions or remediation of any environmental condition (as hereinafter defined) at, on, under or about the Real Estate and that the Purchaser hereby waives and releases any claim for contribution against, and covenants not to sue the Seller, or Seller's officials, officers, employees, agents, attorneys, personal representatives, successors or assigns, whether asserted directly or indirectly, or whether in the nature of an action for contribution, third party proceeding or other action or proceeding whatsoever, for all damages including, without limitation, punitive damages, liabilities, costs, losses, diminutions in value, fines, penalties, demands, claims, cost recovery actions, lawsuits, administrative proceedings, orders, response action costs, compliance cost, investigation expenses, consultants fees, attorneys fees, paralegal fees and litigation expenses (collectively "Claims") arising out of or in connection with any Environmental Condition (as hereinafter defined) on the Real Estate or its migration to any other site or location or arising out of or in connection with any Environmental Law (as hereinafter defined). -2- D. Purchaser hereby acknowledges and agrees that it is purchasing the Real Estate in its "as is" and "where in" condition and that, as of the closing, the Purchaser will be purchasing the Real Estate with no direct recourse or direct rights of action against the Seller or the Seller's officials, officers, employees, agents, attorneys, personal representatives, successors or assigns. E. The Purchaser for itself and its successors, assigns and grantees, hereby covenants and agrees that in consideration of this contract, neither the Purchaser nor its successors or assigns shall directly or indirectly sue Seller or Seller's officials, officers, employees, agents, attorneys, personal representatives, successors or assigns for any claims with respect to, or arising out of any Environmental Condition (as hereinafter defined) or any other condition of, or situation existing with respect to the Real Estate or any Environmental Law (as hereinafter defined). The covenant and agreement of the Purchaser as set forth in the preceding sentence shall hereinafter be called the "Covenant Not to Sue". The parties hereto understand and agree that Purchaser's Covenant Not to Sue Seller as stated herein does not apply to any action taken by the Purchaser to enforce any contractual obligations of the Seller as may be specifically set forth in this contract and does not constitute an indemnity agreement between the parties and that Seller retains any liability it may have for claims brought by third parties including but not limited to any governmental agencies, provided, however, that the Purchaser agrees not to assign any claims against Seller or Seller's officials, officers, employees, agents, attorneys, personal representatives, successors and assigns to any third parties. F. "Environmental Condition" shall mean any condition or situations existing on, under, at or about the Real Estate, the groundwater, subsurface water, and/or the underground soil and geologic conditions thereunder, as of the date of the execution of this contract which (i) constitutes a violation of any State of Illinois or federal environmental law, regulation or ordinance and/or (ii) which does or might form the basis of any public or private claim or cause of action for the cleanup or remediation as a result of the release, threatened release, migration or the existence of any contaminants, pollutants, petroleum and petroleum byproducts, crude oil or any fraction thereof, chemicals, wastes or substance (including, without limitation, regulated substances and hazardous wastes and hazardous substances as such terms are commonly used and understood within the framework of existing federal and Illinois environmental laws and regulations) and/or (iii) are a release or a threat of release of hazardous substances or hazardous waste, and/or (iv) are described or included in any report provided by the Seller to the Purchaser or in any report generated by the Purchaser's Environmental Investigations of the Real Estate. G. "Real Estate" shall mean the property described in this contract, any and all improvements thereon, and the soils, subsoils, geologic formations and groundwater on and under such property. -3- H. "Environmental Law" shall mean any federal or state law, statute, regulation, rule, order, decree, judgment or direction concerning environmental protection or health and safety including, without limitation, the Comprehensive Environmental Response, Compensation and Liability Act of 1980, as amended, the Resource, Conservation and Recovery Act, as amended, the Toxic Substances Control Act, as amended, and the Illinois Environmental Protection Act, as amended. I. The provisions of this Paragraph 10 shall be deemed remade as of the Closing and shall survive the Closing and shall not be merged into the closing documents. Dated /frAtt [C Zo PURCHASER: SELLER: JUAN HERNANDEZ CITY OF ELGIN By 7.-1‘kt.k oYee-ev-t-f41.- -- By Juan Hernandez ayorrrr411 Attest: City Clerk 211 Heine Avenue 150 Dexter Court Elgin, IL 60123 Elgin, IL 60120-5555 Attention: City Manager with a copy of any notice to: with a copy of any notice to: William A. Cogley Corporation Counsel City of Elgin 150 Dexter Court Elgin, IL 60120-5555 -4- EXHIBIT A Ordinance Vacating a Portion of a Public Alley (Unimproved Alley Lying Between Heine Avenue and McLean Boulevard). -5- Ordinance No.G32-08 AN ORDINANCE VACATING A PORTION OF A PUBLIC ALLEY (Unimproved Alley Lying Between Heine Avenue and McLean Boulevard) WHEREAS,the public interest will be served by vacating a portion of a public right-of-way in the City of Elgin, Kane County, Illinois, as shown in Exhibit "A" attached hereto; and WHEREAS, said property is not necessary to serve the public. NOW, THEREFORE, BE IT ORDAINED BY THE CITY COUNCIL OF THE CITY OF ELGIN, ILLINOIS: Section 1. That a portion of an unimproved public alley in the City of Elgin,Kane County, Illinois, legally described as follows: A 13 foot Alley that is located South of Lots 9 and 14 in Block 1 of Columbia Park Addition to Elgin,the Easterly boundary of the Alley being the Westerly right-of-way line of McLean Boulevard and the Westerly boundary of the Alley being the Easterly right-of-way line of Heine Avenue, in Elgin, Kane County, Illinois. be and the same is hereby vacated. Section 2. That the City of Elgin does hereby reserve for and to itself and for and to any public utility company owning any public utility or public service facilities in, upon or under said right-of-way vacated by this ordinance full right of access for the purpose of continuing,extending or installing any public utility or public service facilities and to maintain,renew,extend or construct or reconstruct any such public utility or public service facilities. No buildings or other permanent structure shall be construed upon said right-of-way vacated by this ordinance. Section 3. That for and in consideration of the City vacating the portion of the alley as provided herein,Juan Hernandez, as the owner of a parcel of property known as Lot 14 in Block 1 of Columbia Park Addition to Elgin and abutting the westerly portion of the alley vacated herein,and Ronald K. Laehn, as the owner of a parcel of property known as Lot 9 in Block 1 of Columbia Park Addition to Elgin and abutting the easterly portion of the alley vacated herein, shall each pay to the City the sum of$3,960.00. Upon receipt of such funds, a certified copy of this ordinance, a plat of said vacated right-of-way, and respective quitclaim deeds, shall be filed with the Recorder of Deeds of Kane County, Illinois, and thereupon: (1) Juan Hernandez, as the owner of a parcel of property known as Lot 14 in Block 1 of Columbia Park Addition to Elgin and abutting the westerly portion of the alley vacated herein shall pursuant to 65 ILCS 5/11-91-1 acquire title to the entire portion of the westerly half of the public alley adjacent to said Lot 14 vacated by this ordinance; and(2)Ronald K. Laehn,as the owner of a parcel o f property known as Lot 9 in Block 1 of Columbia Park Addition to Elgin and abutting the easterly portion of the alley vacated herein shall pursuant to 65 ILCS 5/11-91- , . 1 acquire title to the entire portion of the easterly half of the public alley adjacent to said Lot 9 vacated by this ordinance. Section 4. That this ordinance shall be in full force and effect from and after its passage and recording in the manner provided by law. Ed Schock, Mayor Presented: June 11, 2008 Passed: Vote: Yeas Nays: Recorded: Published: Attest: Diane Robertson, City Clerk