HomeMy WebLinkAbout14-103 Resolution No. 14-103
RESOLUTION
AUTHORIZING EXECUTION OF A SETTLEMENT AGREEMENT
AND MUTUAL GENERAL RELEASE WITH FIRST AMERICAN BANK AND
WITH FIRST AMERICAN BANK, SOLELY AS TRUSTEE UNDER
TRUST AGREEMENT DATED AUGUST 19, 2009, TRUST NUMBER 1-09-124
(Settlement of cases First American Bank v. City of Elgin, et al,
Case No. 12 CH 3967, and First American Bank, solely as Trustee etc. v.
City of Elgin, Case No. 12 MR 571)
BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF ELGIN, ILLINOIS,
that David J. Kaptain, Mayor, and Kimberly A. Dewis, City Clerk, be and are hereby authorized
and directed to execute a Settlement Agreement and Mutual General Release on behalf of the
City of Elgin with First American Bank and with First American Bank, solely as Trustee under
Trust Agreement dated August 19, 2009, Trust Number 1-09-124 (Settlement of cases First
American Bank v. City of Elgin, et al, Case No. 12 CH 3967, and First American Bank, solely as
Trustee etc. v. City of Elgin, Case No. 12 MR 571), a copy of which is attached hereto and made
a part hereof by reference.
BE IT FURTHER RESOLVED that David J. Kaptain, Mayor, and Kimberly A. Dewis,
City Clerk, be and are hereby authorized and directed to execute all documents necessary in
conjunction with the subject Settlement Agreement and Mutual General Release authorized
herein.
s/David J. Kaptain
David J. Kaptain, Mayor
Presented: August 13, 2014
Adopted: August 13, 2014
Omnibus Vote: Yeas: 8 Nays: 0
Attest:
s/Kimberly Dewis
Kimberly Dewis, City Clerk
SETTLEMENT AGREEMENT AND MUTUAL GENERAL RELEASE
This Settlement Agreement and Mutual General Release (the "Settlement Agreement"),
effective August 14 , 2014 (the "Effective Date"), is made by and between plaintiffs First
American Bank, an Illinois banking association, ("First American Bank"), and First American
Bank solely as Trustee under the provisions of the Trust Agreement dated 19th of August 2009
and known as Trust Number 1-09-124 and not personally ("Land Trustee" and together with
First American Bank, collectively "First American"), and, defendant City of Elgin ("Elgin"),
an Illinois municipal corporation. First American and Elgin are sometimes collectively
referred to as the "Parties."
RECITALS
WHEREAS, RSC-Elgin, LLC ("RSC") and Elgin entered into a Development
Agreement dated August 11, 2004, as amended by the First Amendment dated March 23, 2005
and further amended by the Second Amendment dated February 22, 2006 (as so amended, the
"Development Agreement") providing for the development of certain property located in Elgin,
Illinois;
WHEREAS, pursuant to the Development Agreement, RSC agreed to develop certain
residential and commercial properties otherwise known as the Fountain Square on the River
Project ("Fountain Square on the River Project"), and other contributions. Pursuant to the
Development Agreement, development of the Fountain Square on the River Project was
divided into two phases, Phase I and Phase II;
WHEREAS, in exchange for RSC's agreement to develop the Fountain Square on the
River Project, and other contributions, Elgin conveyed certain properties to RSC and agreed to
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pay RSC certain funds out of the Elgin Central Area Tax Increment Financing Redevelopment
Plan and Project("TIF Funds");
WHEREAS, to further secure the performance of its obligations under the
Development Agreement, RSC executed and delivered to Elgin a Subordinated Mortgage and
Option Agreement dated March 2, 2005 and recorded March 31, 2005 as Document No.
2005K035745 (the"Subordinated Mortgage");
WHEREAS, RSC obtained construction financing for the development of the Fountain
Square on the River Project from First American Bank, which financing is evidenced and
secured in part by a Construction Mortgage, Assignment of Rents and Leases, Security
Agreement and Fixture Financing Statement ("Senior Mortgage") dated March 2, 2006 and
executed by First American Bank and RSC, recorded April 12, 2006 as Document No.
2006K039304, and as amended thereafter;
WHEREAS, Phase I of the Fountain Square on the River Project is complete, including
all items described in the Elgin estoppel letter dated August 5, 2009, and the existing building
constructed as Phase I of the Fountain Square on the River Project presently complies with all
applicable building and zoning codes and requirements of Elgin;
WHEREAS, on or around February 12, 2007, RSC defaulted on its obligations under
the Senior Mortgage;
WHEREAS, on August 19, 2009, First American Bank, as lender, entered into a Deed
in Lieu of Foreclosure Agreement with RSC, as borrower, and Richard S. Curto, as guarantor
of the Senior Mortgage, pursuant to which RSC agreed to convey to the Land Trustee certain
real and personal property, including but not limited to RSC's right, title, and interest to the
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TIF Funds and title to the parcel of land on which Phase II was to be developed ("Phase H
Land");
WHEREAS, a Fountain Square on the River Easement and Operating Agreement dated
as of October 18, 2007 was recorded on October 19, 2007 as document no. 2007K106256, as
amended by a First Amendment to Fountain Square on the River Easement and Operating
Agreement dated as of August 28, 2009 recorded on October 13, 2009 as document no.
2009KO76158 (as so amended,the"Fountain Square Operating Agreement");
WHEREAS, a Declaration of Condominium Ownership of Fountain Square on the
River was recorded October 13, 2009 as document no. 2009KO76158 ("Fountain Square
Condominium Declaration");
WHEREAS, on October 17, 2012, First American Bank filed a foreclosure action
against Elgin, RSC and others in the Circuit Court of the Sixteenth Judicial Circuit, Kane
County, captioned First American Bank v. City of Elgin et al., Case Number 12-CH-3967. On
October 17, 2012, the Land Trustee filed an action for declaratory judgment, an accounting,
and injunctive relief against Elgin in the Circuit Court of the Sixteenth Judicial Circuit, Kane
County, captioned First American Bank, solely as Trustee v. City of Elgin, Case Number 12-
MR-571. Case Number 12-MR-571 has been consolidated into Case Number 12-CH-3967;
WHEREAS, on March 10, 2014, Elgin filed a first amended counterclaim against First
American asserting claims for breach of the Development Agreement and, in the alternative,
claims for declaratory judgment and quantum meruit (together with the actions filed by First
American,the "Lawsuit");
WHEREAS, Elgin denies all allegations by First American Bank and the Land Trustee
in the Lawsuit, and denies that it is liable to First American Bank and/or the Land Trustee;
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WHEREAS, First American denies all allegations by Elgin in the Lawsuit, and denies
that it is liable to Elgin;
WHEREAS, by this Settlement Agreement and the consideration therefor, the Parties
desire to resolve any and all disputes, claims or controversies between them whether known or
unknown,and avoid the expense of continued litigation;
WHEREAS, in consideration of the mutual promises and agreements contained in this
Settlement Agreement, and for other good and valuable consideration, the receipt and
sufficiency of which are hereby acknowledged, the Parties agree as follows:
COVENANTS
1. Recitals. The Recitals set forth above are incorporated into and made a part of
this Settlement Agreement.
2. Payment for Release of TIF Funds. Within three (3) business days of the
Effective Date (such date being designated herein as the "Closing Date"), Elgin agrees to pay
to First American the sum of Three Hundred and Fifty Thousand Dollars ($350,000.00) as
consideration for First American's release of any claim to the TIF Funds or any other claims
against Elgin related to or arising from the Development Agreement or the Lawsuit, as further
set forth in Section 12 hereof. Elgin shall make the Payment by wire transfer as separately
directed by First American.
3. Conveyance of Phase H Land for Release of Development Agreement. On or
before the Closing Date, the Land Trustee shall execute and deliver to Elgin (A) a Trustee's
Deed without any representations or warranties whatsoever, conveying title to the Phase II
Land, as described in Exhibit A-1 attached hereto, the form of which Trustee's Deed is set
forth in Exhibit A-2 attached hereto, and (B) a Parking Lot Lease Reassignment and
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Termination Agreement with respect to the Phase II Land, the form of which is set forth in
Exhibit A-3 attached hereto, all in consideration of Elgin's release of any and all claims
against the Land Trustee and/or First American Bank arising out of or relating to the alleged
failure to perform the obligations under the Development Agreement or any other claims
against Elgin arising from the Lawsuit as further set forth in Section 12 hereof.
4. Release of Senior Mortgage. On or before the Closing Date, First American
Bank shall execute and deliver to Elgin a Partial Release of the Senior Mortgage, fully
releasing the Senior Mortgage from the Phase II Land, the form of which Partial Release of
Mortgage is set forth in Exhibit B attached hereto.
5. Termination of Subordinated Mortgage. On or before the Closing Date, Elgin
shall execute and deliver to First American a Satisfaction and Release of the Subordinated
Mortgage,the form of which Satisfaction and Release is set forth in Exhibit C attached hereto.
6. Termination of Development Agreement. On or before the Closing Date, the
Parties shall execute and deliver to each other a mutual Release and Termination of the
Development Agreement, the form of which Release and Termination is set forth in Exhibit D
attached hereto.
7. Second Amendment to Fountain Square Operating Agreement. On or before
the Closing Date, the Parties shall execute and deliver to each other a Second Amendment to
Fountain Square Operating Agreement, the form of which Second Amendment to Fountain
Square Operating Agreement is set forth in Exhibit E attached hereto.
8. Relinquishment of Certain Rights Under Fountain Square Condominium
Declaration. On or before the Closing Date, Elgin shall execute and deliver to First American
a joinder to a First Amendment of the Fountain Square Condominium Declaration, the form of
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which Amendment of the Fountain Square Condominium Declaration is set forth in Exhibit F
attached hereto.
9. Declaration of Covenants and Restrictions affecting Development of Phase H
Land. On or before the Closing Date, Elgin shall execute and deliver to First American a
Declaration of Covenants and Restrictions affecting future development of the Phase I1 Land,
the form of the Declaration of Covenants and Restrictions is set forth in Exhibit G attached
hereto.
10. Leased Condominium Units. Elgin covenants and agrees not to contest or
object to the percentage of condominium units leased in Phase I of the Fountain Square on the
River Project.
11. Dismissal. Within three (3) business days of satisfaction of the parties'
obligations under Sections 2 through 9 of this Settlement Agreement, the parties shall execute a
joint stipulation of voluntary dismissal with prejudice of the Lawsuit in the form attached
hereto as Exhibit H. The Parties shall cooperate in all respects with each other to have the
Lawsuit dismissed with prejudice and to obtain an order from the Court confirming such
dismissal. The Parties agree that each party shall bear its own costs, attorneys' fees, and other
expenses incurred in connection with the Lawsuit.
12. General Mutual Releases. Immediately upon satisfaction of the parties'
obligations under Sections 2 through 9 of this Settlement Agreement, First American, for itself
and its parents, subsidiaries, affiliates, predecessors, successors, assigns, directors, officers,
trust officers, employees, shareholders, agents and representatives does hereby fully release
and discharge Elgin and its parents, subsidiaries, affiliates, predecessors, successors, assigns,
directors, officers, officials, employees, former employees, shareholders, agents,
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representatives, and attorneys of and from any and all claims, demands, liens, obligations,
actions, causes of action, damages, liabilities, balances, money owed, losses, costs, or
expenses, of any nature whatsoever, whether known or unknown arising at any time, or arising
out of and/or relating to any acts or omissions that occurred, prior to the Effective Date relating
to or arising out of any of the matters referenced in or concerning the Development Agreement
and/or the Lawsuit.
Immediately upon satisfaction of the parties' obligations under Sections 2 through 9 of
this Settlement Agreement, Elgin, for itself and its parents, subsidiaries, affiliates,
predecessors, successors, assigns, directors, officers, officials, employees, shareholders, agents
and representatives does hereby fully release and discharge First American and its parents,
subsidiaries, affiliates, predecessors, successors, assigns (including transferees of
condominium units in the condominium building constructed on the Phase I land), directors,
officers, trust officers, employees, former employees, shareholders, agents,representatives, and
attorneys of and from any and all claims, demands, liens, obligations, actions,causes of action,
damages, liabilities, balances, money owed, losses, costs, or expenses, of any nature
whatsoever, whether known or unknown arising at any time, or arising out of and/or relating to
any acts or omissions that occurred, prior to the Effective Date relating to or arising out of any
of the matters referenced in or concerning the Development Agreement and/or the Lawsuit.
Notwithstanding the foregoing releases, neither First American nor Elgin release any
claims or demands arising out of a breach and/or the enforcement of this Settlement
Agreement.
13. Covenant Not to Sue. The Parties agree that they will never sue, institute, or
cause to be instituted any proceeding of any nature whatsoever (including, but not limited to,
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litigation or arbitration) against each other for any claim, controversy, action, cause of action,
or demand released in Section 12 hereof.
14. No Admission of Liability. The Parties agree and acknowledge that this
Settlement Agreement is a compromise of a disputed claim(s) and shall not at any time for any
purpose be considered as an admission of the truth or correctness of any allegations, assertions,
arguments, or representations by any Party, or of fault or liability on the part of any of the
Parties, who have at all times denied and continue to deny any liability, and intend only
through this Settlement Agreement to settle a disputed claim.
15. No Assignment or Transfer of Rights. Each Party to this Settlement
Agreement acknowledges, represents, and warrants that it is the sole owner of the claims,
causes of action, and/or counterclaims that are the subject of the Settlement Agreement, and it
has not conveyed or assigned any interest in any such claim, cause of action, or counterclaim to
any person or entity not a party hereto, and no persons or entities, other than the parties to this
Settlement Agreement, are necessary to fully release all claims, causes of action, and/or
counterclaims arising out of the transactions and occurrences that are the subject of the
Lawsuit.
16. Effect of Agreement. This Settlement Agreement shall be final and binding
upon the Parties, their representatives, agents, successors, heirs, beneficiaries, and assigns
(including transferees of condominium units in the condominium building constructed on the
Phase I land), and no change or revision to this Settlement Agreement, whether by addition,
deletion, waiver, amendment, or modification shall be valid unless it is made in writing and
signed by all Parties.
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17. Severability. If any provision of this Settlement Agreement or the application
thereof is held invalid, it is the intention of the parties that the invalidity shall not affect other
provisions or applications of the Settlement Agreement which can be given effect without the
invalid provisions or applications and to this end the provisions of this Settlement Agreement
are declared and understood to be severable.
18. Governing Law. This Settlement Agreement shall be construed under,
governed by, and enforced under the laws of the State of Illinois without regard to conflicts of
law principles.
19. Non-Reliance and Representation by Counsel. Each of the Parties represents
and warrants that it has exercised its independent judgment in deciding to execute this
Settlement Agreement and that its decision to do so is not predicated or influenced by any
written or oral declarations or representations of any other person or Party except as expressly
stated in this Settlement Agreement. Each Party further represents and warrants that it has
consulted with legal counsel and has executed this Settlement Agreement voluntarily with full
knowledge of its significance and legal effect. Each Party has cooperated in the drafting and
preparation of this Settlement Agreement. Hence, in any construction or interpretation of this
Settlement Agreement, the same shall not be construed against any Party on the basis that the
Party was the drafter.
20. Counterparts. This Settlement Agreement may be executed in multiple
counter-parts, each of which shall be an original, and all of which shall constitute one and the
same instrument. Facsimile-copy and electronic mail (e-mail) copy signatures shall have the
same effect as original signatures.
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21. Exculpation. Exoneration provision restricting any liability of First American
as Land Trustee is attached hereto and expressly made a part hereof.
22. Phase II Land Title Matters. First American covenants and agrees with Elgin
not to cause any liens, encumbrances or adverse claims to affect the Phase II Land between the
June 26, 2014 effective date of the title commitment issued by Chicago Title Insurance
Company (order no. 1410 008947893, the "Title Commitment") and the Closing Date. First
American shall also execute and deliver to Chicago Title Insurance Company at the closing of
the conveyance of the Phase II Land an ALTA Statement and Personal ("GAP")undertaking to
allow Chicago Title Insurance Company to issue an owner's policy of title to the City for the
Phase II Land with extended coverage over the general exceptions (provided that Elgin
provides a survey acceptable to Chicago Title Insurance Company for removal of the general
exception related to survey matters). First American shall also execute and deliver to Chicago
Title Insurance Company at the closing of the conveyance of the Phase II Land a personal
undertaking in a form provided by Chicago Title Insurance Company regarding exception
H(#16) in the Title Commitment relating to a judgment entered in case number 08AR163, a
memorandum or copy of which was recorded July 16, 2009 as Document No. 2009K054168,
in favor of Herbert Garcia against RSC Elgin, LLC in the amount of$20,892.32 so as to allow
Chicago Title Insurance Company to waive or insure over exception H(#16) from Schedule B
of the Title Commitment.
The remainder of this Page 10 is intentionally left blank;
Signatures of the Parties appear on the following Page IL
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IN WITNESS WHEREOF, this Settlement Agreement has been executed this Iq 4, day
of August, 2014.
FIRST AMERICAN BANK, an Illinois CITY OF ELGIN, an Illinois municipal
banking as ociation corporation
By: By:
John Olsen David Kaptain, Mayor
Its: Executive Vice President
Its:
Kimberly Dewis, City Clerk
FIRST AMERICAN BANK, solely as
Trustee under the provisions of the Trust
Agreement dated 19th of August 2009 and
known as Trust Number 1-09-124
and not persona y
B -
I John . "at aak
Exoneration provision restricting any liability
of First American Bank attached hereto
is expressly made a part hereof.
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IN WITNESS WHEREOF, this Settlement Agreement has been executed this\16 day
of August,2014.
FIRST AMERICAN BANK, an Illinois CITY OF ELGIN,an Illinois municipal
banking association corporation
By: By:
John Olsen David Ka p in, Nfayor
Its: Executive Vice President
It
Kimberly De s, City Clerk
FIRST AMERICAN BANK, solely as
Trustee under the provisions of the Trust
Agreement dated 19th of August 2009 and
known as Trust Number 1-09-124
and not personally
By:
Its:
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Exculpation of Trustee
It is expressly understood and agreed by and between the parties hereto,
anything herein to the contrary notwithstanding,that each and all of the warranties,
indemnities,representations, covenants,undertakings and agreements herein made
on the part of the Trustee,while in form purporting to be the warranties,indemnities,
representations,covenants,undertakings and agreements of First American Bank as
said Trustee,are nevertheless each and every one of them,made and intended not as
personal warranties, indemnities, representations, covenants, undertakings and
agreements by First American Bank or any of its directors, officers, employees, or
shareholders or for the purpose or with the intention of binding First American Bank
or any of its directors,officers, employees,or shareholders personally but are made
and intended for the purpose of binding only that portion of the trust property
specifically described herein,and this instrument is executed and delivered by First
American Bank not in its own right, but solely in the exercise of the powers
conferred upon it as such Trustee,and no personal liability or personal responsibility
is assumed by nor shall at any time be asserted or enforceable by any person against
First American Bank or any of its directors,officers,employees,or shareholders on
account of this instrument or on account of any warranty,indemnity,representation,
covenant, undertaking or agreement of the Trustee in this instrument, all such
personal liability, if any, being expressly waived and released and any recovery
therefor being limited to the property hereby conveyed and the enforcement of
remedies under the documents and instruments creating, securing, or otherwise
governing the obligations secured by this instrument;provided however,this clause
shall not impair the enforceability or adversely affect the availability of any rights
that may otherwise be available to Mortgagee or the obligations of any co-signer,
endorser, or guarantor of the obligations secured by this instrument; and provided
further, that the foregoing limitations on personal liability shall not impair the
validity of the indebtedness secured by Mortgagee's collateral or the lien or security
interest on the collateral or the right of Mortgagee as mortgagee or secured party to
foreclose and/or enforce rights against the collateral after default by the Mortgagor.
Subject to the foregoing, the warranties, indemnities, representations, covenants,
undertakings and agreements herein made on the part of the Trustee are made for the
sole benefit of Mortgagee, and no other person or persons, other that Mortgagee's
successors or permitted assigns,shall have any benefits,rights,or remedies by reason
of such warranties, indemnities, representations, covenants, undertakings and
agreements herein made on the part of the Trustee. Nothing herein shall be deemed
to be a waiver of any right which Mortgagee may have under sections 506(a),506(b),
1111(b)or any other provision of the Bankruptcy Reform Act of 1978,as at any time
amended or reinstated, to file a claim for the full amount of the debt owing to
Mortgagee in the event Mortgagor or its beneficiary should become the subject of a
petition for bankruptcy or reorganization or to require that all collateral shall
continue to secure all of the indebtedness owing to Mortgagee in accordance with the
docurnents and instruments creating,securing,or otherwise governing the obligations
secured by this instrument.
EXHIBIT A-1
(Legal Description of Phase II Land)
Lots 1, 2, 3, 4, 5, and 6 and part of Lot 10 of B.W. Raymond's Subdivision of Lots 1, 3,
4, and 5 of Block 21 of the Original Town of Elgin, on the east side of Fox River; Lots 1, 2,
and part of Lot 3 of McOsker's Subdivision of Lots 7, 8, 9, 10, and 10-1/2 of B.W. Raymond's
Subdivision of Lot 1 in Block 21 of the Original Town of Elgin,and that portion of land lying
between Lot 9 and Fox River; also part of the vacated alley lying on the southerly portion of
said McOsker's Subdivision; also part of Lot 2 in Block 21 of the Original Town of Elgin, on
the east side of Fox River, all of the foregoing being described as a tract as follows: Beginning
at a point in the southerly line of the northerly 22 feet of Lot 2 in Block 21 aforesaid, 95 feet
southwesterly, measured along said southerly line, from the westerly line extended of Lot 4 of
B.W. Raymond's Subdivision; thence northwesterly, parallel with said westerly line extended
of said Lot 4, a distance of 42 feet; thence northwesterly to a point on the westerly line of Lot 2
of McOsker's Subdivision, 105 feet northwesterly from the southwesterly corner thereof,
thence northwesterly along the westerly line of Lot 2 of McOsker's Subdivision to the
northwesterly corner thereof and the south line of Chicago Street; thence east along said south
line of Chicago Street to the westerly line of Grove Avenue; thence southeasterly along said
westerly line of Grove Avenue to the southeast corner of Lot 2 in Block 21 aforesaid; thence
westerly along the southerly line of said Lot 2 to the easterly line of Riverside Avenue; thence
northerly along said easterly line to the southerly line of the northerly 22 feet of Lot 2 in Block
21 aforesaid; thence northeasterly along said southerly line to the Point of Beginning, in the
City of Elgin, Kane County, Illinois.
Lot 11 and that part of Lot 28 lying easterly of the easterly line of Riverside Avenue
and that part of the vacated alley lying between said Lots I1 and 28, all in B.W. Raymond's
Subdivision of Lots 1, 3, 4,and 5 of Block 21 of the Original Town of Elgin,on the east side of
Fox River, in the City of Elgin,Kane County, Illinois.
That part of Lots 12 and 27 in B.W. Raymond's Subdivision of Lots 1, 3, 4, and 5 in
Block 21 of the Original Town of Elgin, on the east side of Fox River, and the vacated alley
lying between said Lots 12 and 27, lying between the westerly line of South Grove Avenue and
the easterly line of Riverside Avenue, in the City of Elgin, Kane County, Illinois.
Lots 13, 14, 15, 16, 23, 24, 25, and 26 and the vacated 20-foot alley adjoining said lots
in B.W. Raymond's Subdivision of Lots 1, 3, 4, and 5 in Block 21 of the Original Town of
Elgin,on the east side of Fox River, in the City of Elgin,Kane County, Illinois.
That part of Lots 17, 18, and 22 lying northwesterly of the face of the Fountain Square
on the River Condominium concrete retaining wall and building(except that part of said lots, if
any, falling within Riverside Avenue) of B.W. Raymond's Subdivision of Lots 1, 3, 4, and 5 in
Block 21 of the Original Town of Elgin, on the east side of Fox River in the East Fraction of
the Southeast Quarter of Section 14, Township 41 North, Range 8 East of the Third Principal
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Meridian; also, all that part of an alley 20 feet wide (now vacated) in said subdivision, which
lies between said Lots 22 and 17 and south of the north line of said lots extended across said
alley, all in the City of Elgin, Kane County, Illinois, described as follows:
Beginning at the northwesterly corner of said Lot 22; thence on an assumed bearing of
North 56 degrees 29 minutes 55 seconds East, 182.27 feet along the northwesterly line of said
Lots 22 and 17 and the extension thereof through the vacated alley between said Lots 22 and
17 to the northeast corner of said Lot 17; thence South 33 degrees 29 minutes 00 seconds East,
36.76 feet along the northeasterly line of Lots 17 and 18 to the northeasterly extension of the
northerly building line of the Fountain Square on the River Condominium; thence along said
extension and the northerly building and retaining wall line the following seven courses: South
56 degrees 32 minutes 12 seconds West, 37.65 feet; thence North 33 degrees 52 minutes 15
seconds West, 10.99 feet; thence South 56 degrees 36 minutes 04 seconds West, 25.88 feet;
thence North 33 degrees 13 minutes 30 seconds West, 9.91 feet; thence South 59 degrees 00
minutes 42 seconds West, 0.80 feet; thence South 30 degrees 20 minutes 44 seconds East, 1.02
feet; thence South 56 degrees 32 minutes 42 seconds West, 118.07 feet to the southwesterly
line of said Lot 22; thence North 32 degrees 47 minutes 16 seconds West, 16.67' along said
southwesterly line to the Point of Beginning.
That part of Riverside Avenue in the East Half of the Southeast Quarter of Section 14,
Township 41 North, Range 8 East of the Third Principal Meridian in the City of Elgin, Kane
County, Illinois, described as follows:
Beginning at the southwesterly corner of Lot 23 in B.W. Raymond's Subdivision of
Lots 1, 3, 4, and 5 in Block 21 of the Original Town of Elgin, on the east side of Fox River;
thence on an assumed bearing of North 32 degrees 47 minutes 16 seconds West, 165.19 feet
along the northeasterly right-of-way of Riverside Avenue; thence continuing along said right-
of-way the following four courses: North 56 degrees 31 minutes 00 seconds East, 5.27 feet;
thence North 33 degrees 29 minutes 00 seconds West, 42.00 feet; thence North 27 degrees 23
minutes 16 seconds West, 103.59 feet; thence North 33 degrees 29 minutes 00 seconds West,
23.16 feet; thence South 66 degrees 09 minutes 03 seconds West, 1.72 feet along the
southwesterly extension of the southerly line of Chicago Street; thence South 25 degrees 19
minutes 30 seconds East, 128.97 feet to a line 184.00 feet southwesterly of and parallel with
the southwesterly line of South Grove Avenue; thence South 33 degrees 29 minutes 00 seconds
Last, 222.64 feet along said parallel line to the northerly face of the Fountain Square on the
River Condominium concrete retaining wall; thence North 56 degrees 32 minutes 42 seconds
East, 1.53 feet along said retaining wall to the southwesterly line of said Lot 22; thence North
32 degrees 47 minutes 16 seconds West, 16.67 feet along said southwesterly line to the Point
of Beginning.
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TRUSTEE'S DEED
(TO CORPORATION)
THIS INDENTURE, made this Nit, day of August,2014,between FIRST AMERICAN BANK,218 West Main
Street,Dundee,Illinois 60118,an Illinois Banking Corporation,as Trustee under the provisions of a deed or deeds in
trust,duly recorded or registered and delivered to said Bank in pursuance of a Trust Agreement dated the 19th day of
August, 2009, and known as Trust No. 1-09-124, party of the first part, and THE CITY OF ELGIN, an Illinois
municipal corporation, of 150 Dexter Ct.,Elgin,Illinois 60120,party of the second part.
WITNESSETH,that said party of the first part,in consideration of the sum of Ten and no/100 dollars($10.00),and
the other good and valuable considerations in hand paid,does hereby grant,sell,convey and quitclaim unto said party
of the second part, all of its right, title and interest, if any, in the following described real estate, situated in Kane
County, Illinois,to wit:
See Legal Description of the Real Estate
on Exhibit"A" attached hereto and made a part hereof
Permanent Index Numbers: 06-14-433-038; 06-14-433-039; 06-14-433-013
06-14-433-014; 06-14433-045; 06-14-433-046
Commonly known as: Part of 38-50 South Grove Avenue, Elgin, IL 60120
Exempt under provisions of Section 31-45,Paragraph
Real Estate Transfer Tax Act(35 ILCS 200/31-45)
Date Buye)lleller or Representative
The Trustee,party of the first part,does hereby further except and exclude from such conveyance and reserve unto
itself and its successors and assigns, including successor owners of condominiums forming a part of the"Fountain
Square on the River" condominium building situated on land southerly and adjacent to the Real Estate hereby
conveyed,a non-exclusive temporary easement and right over,under,across,in and upon the southerly portion of the
Real Estate hereby conveyed which is within twenty (20) feet of the adjacent condominium building to repair,
maintain,replace,rebuild and remove all or any portion of the foundation,pylons and vertical and lateral support of
the condominium building,provided,however,that the forgoing non-exclusive temporary easement shall remain in
effect only so long as such twenty (20) foot southerly portion of the Real Estate hereby conveyed remains
undeveloped with a structure. The temporary easement provided for herein shall automatically terminate and be null
and void upon the City of Elgin's approval of the construction of a structure within such twenty(20)foot portion of
1
DM 1\-4569323.4
the Real Estate. The City of Elgin or its successors or assigns with respect to the Real Estate shall also have the right
to execute and record an instrument terminating the temporary easement provided for herein upon the City of Elgin's
approval of the construction of a structure within such twenty(20)foot portion of the Real Estate.
The Real Estate conveyed by this Trustee's Deed is conveyed SUBJECT TO: (a) all zoning laws, statutes and
ordinances,(b)general real estate taxes for the years 2013(second installment)and subsequent years not yet due and
payable; (c) all recorded covenants, conditions, restrictions and easements, (d) the Parking Easement Agreement
between the City of Elgin,a municipal corporation,and PanCor Construction and Development,L.L.C.,an Illinois
limited liability company, dated September 23, 1998 and recorded in the Office of the Kane County Recorder on
November 3, 1998 as Document Number 98KI01679 and as assigned by PanCor Construction and Development,
L.L.C., an Illinois limited liability company, to Corus Bank, N.A., not personally, but as Trustee under Trust
Agreement dated October 23, 1998 and known as Trust No.4347 pursuant to that certain the Assignment of Parking
Easement Rights dated October 28, 1998 and recorded in the Office of the Kane County Recorder on November 3,
1998 as Document Number 98K101678; and(e)the Declaration of Covenants and Restrictions dated August_,
2014 made by First American Bank, not individually or personally, but solely as Trustee under a Trust Agreement
dated August 19, 2009 and known as Trust Number 1-09-124, as Declarant, recorded on or about the date of
recording of this Trustee's Deed.
Together with the tenements and appurtenances thereunto belonging.
TO HAVE AND TO HOLD the same said party of the second part,and to the proper use,benefit and behoof forever
of said party of the second part.
This deed is executed by the party of the first part, as Trustee, as aforesaid, pursuant to and in the exercise of the
power and authority granted to and vested in it by terms of said Deed or Deeds in Trust and the provisions of said
Trust Agreement above mentioned,and of every other power and authority thereunto enabling. Nothing in this Deed
shall be construed as creating or otherwise affecting any liability or duty on the part of the Trustee with respect to any
Environmental Law,including,without limitation,the Comprehensive Environmental Response,Compensation and
Liability Act (42 U.S.C. 9601 et. seq.) or the Illinois Environmental Protection Act (111. Rev. Stat. ch. 111-1/2,
Paragraph 1001 et. seq.)
[signatures contained on following page]
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DM 1\4569323.4
IN WITNESS WHEREOF, said party of the first part has caused its corporate seal to be hereto affixed, and has
caused its name to be signed to these presents by its Vice President and attested by its Vice President the day and year
first above written.
FIRST AMERICAN BANK,
As Trustee as aforesai
BY:
o n T.MateJeak e Pre den
ice s Lm rust Officer
ATTEST:
osanne .DuPass VVice President
Meer
STATE OF ILLINOIS
COUNTY OF OW6 SS.
1, they T�&W6ka Notary Public in and for said County, yt � 6 laid, DO HEREBY CERTIFY,THAT
Vice President-Trusbj)"Pirst American Bank and Vice President-Trust Offiofrsaid Bank,personally known to
me to be the same persons whose names are subscribed to the foregoing instrument as such Vice President and
Vice President respectively,appeared before me this day in person and acknowledged that they signed and delivered
the said instrument as their own free and voluntary act of said Bank,for the uses and purposes therein set forth;and
the said Vice President did also then and there acknowledge that said Vice President as custodian of the corporate seal
of said Bank,did affix the said corporate seal of said Bank to said instrument as said Vice President's own free and
voluntary act, and as the free and voluntary act of said Bank, for the uses an
OFFICIAL SEAL
Give un er my and and Notarial Seal this 143% day of August, 2014. ILENE SI KAYE
NOTARY PUBLIC-STATE OF ILLINOIS
MY COMMISSION EXPIRES:01/28115
I -( f -------- -------I
Notary Public
THIS INSTRUMENT PREPARED BY: R��TE
First American Bank TRANSFER STAMP
218 West Main Street 60761
Dundee,Illinois 60018
AFTER RECORDING,PLEASE RETURN TO:
William A. Cogley, Esq.
City of Elgin—Legal Department
150 Dexter Court
Elgin, Illinois 60120-5555
SEND SUBSEQUENT TAX BILLS TO:
City of Elgin
150 Dexter Court
Elgin, Illinois 60120-5555
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DM 1\4569323.4
EXHIBIT"A"
Legal Description of Real Estate
Lots 1,2, 3,4, 5, and 6 and part of Lot 10 of B.W. Raymond's Subdivision of Lots 1,3,4,and 5 of
Block 21 of the Original Town of Elgin, on the east side of Fox River; Lots 1, 2, and part of Lot 3 of
McOsker's Subdivision of Lots 7,8,9, 10,and 10-1/2 of B.W.Raymond's Subdivision of Lot 1 in Block 21
of the Original Town of Elgin,and that portion of land lying between Lot 9 and Fox River;also part of the
vacated alley lying on the southerly portion of said McOsker's Subdivision; also part of Lot 2 in Block 21
of the Original Town of Elgin,on the east side of Fox River,all of the foregoing being described as a tract
as follows: Beginning at a point in the southerly line of the northerly 22 feet of Lot 2 in Block 21
aforesaid,95 feet southwesterly,measured along said southerly line,from the westerly line extended of Lot
4 of B.W.Raymond's Subdivision; thence northwesterly,parallel with said westerly line extended of said
Lot 4, a distance of 42 feet; thence northwesterly to a point on the westerly line of Lot 2 of McOsker's
Subdivision, 105 feet northwesterly from the southwesterly corner thereof;thence northwesterly along the
westerly line of Lot 2 of McOsker's Subdivision to the northwesterly corner thereof and the south line of
Chicago Street; thence east along said south line of Chicago Street to the westerly line of Grove Avenue;
thence southeasterly along said westerly line of Grove Avenue to the southeast corner of Lot 2 in Block 21
aforesaid; thence westerly along the southerly line of said Lot 2 to the easterly line of Riverside Avenue;
thence northerly along said easterly line to the southerly line of the northerly 22 feet of Lot 2 in Block 21
aforesaid; thence northeasterly along said southerly line to the Point of Beginning, in the City of Elgin,
Kane County, Illinois.
Lot 11 and that part of Lot 28 lying easterly of the easterly line of Riverside Avenue and that part of
the vacated alley lying between said Lots 11 and 28,all in B.W.Raymond's Subdivision of Lots 1,3,4,and
5 of Block 21 of the Original Town of Elgin, on the east side of Fox River, in the City of Elgin, Kane
County, Illinois.
That part of Lots 12 and 27 in B.W.Raymond's Subdivision of Lots 1,3,4,and 5 in Block 21 of the
Original Town of Elgin,on the east side of Fox River,and the vacated alley lying between said Lots 12 and
27, lying between the westerly line of South Grove Avenue and the easterly line of Riverside Avenue,in
the City of Elgin, Kane County, Illinois.
Lots 13, 14, 15, 16, 23, 24, 25, and 26 and the vacated 20-foot alley adjoining said lots in B.W.
Raymond's Subdivision of Lots 1,3,4,and 5 in Block 21 of the Original Town of Elgin,on the east side of
Fox River, in the City of Elgin, Kane County, Illinois.
That part of Lots 17, 18,and 22 lying northwesterly of the face of the Fountain Square on the River
Condominium concrete retaining wall and building (except that part of said lots, if any, falling within
Riverside Avenue)of B.W.Raymond's Subdivision of Lots 1,3,4,and 5 in Block 21 of the Original Town
of Elgin, on the east side of Fox River in the East Fraction of the Southeast Quarter of Section 14,
4
DM 1\4569323.4
Township 41 North, Range 8 East of the Third Principal Meridian; also, all that part of an alley 20 feet
wide(now vacated)in said subdivision,which lies between said Lots 22 and 17 and south of the north line
of said lots extended across said alley,all in the City of Elgin,Kane County,Illinois,described as follows:
Beginning at the northwesterly corner of said Lot 22; thence on an assumed bearing of North 56
degrees 29 minutes 55 seconds East, 182.27 feet along the northwesterly line of said Lots 22 and 17 and the
extension thereof through the vacated alley between said Lots 22 and 17 to the northeast corner of said Lot
17;thence South 33 degrees 29 minutes 00 seconds East,36.76 feet along the northeasterly line of Lots 17
and 18 to the northeasterly extension of the northerly building line of the Fountain Square on the River
Condominium;thence along said extension and the northerly building and retaining wall line the following
seven courses: South 56 degrees 32 minutes 12 seconds West, 37.65 feet; thence North 33 degrees 52
minutes 15 seconds West, 10.99 feet; thence South 56 degrees 36 minutes 04 seconds West, 25.88 feet;
thence North 33 degrees 13 minutes 30 seconds West, 9.91 feet; thence South 59 degrees 00 minutes 42
seconds West,0.80 feet; thence South 30 degrees 20 minutes 44 seconds East, 1.02 feet;thence South 56
degrees 32 minutes 42 seconds West, 118.07 feet to the southwesterly line of said Lot 22;thence North 32
degrees 47 minutes 16 seconds West, 16.67' along said southwesterly line to the Point of Beginning.
That part of Riverside Avenue in the East Half of the Southeast Quarter of Section 14,Township 41
North,Range 8 East of the Third Principal Meridian in the City of Elgin, Kane County,Illinois,described
as follows:
Beginning at the southwesterly corner of Lot 23 in B.W.Raymond's Subdivision of Lots 1,3,4,and
5 in Block 21 of the Original Town of Elgin, on the east side of Fox River; thence on an assumed bearing
of North 32 degrees 47 minutes 16 seconds West, 165.19 feet along the northeasterly right-of-way of
Riverside Avenue;thence continuing along said right-of-way the following four courses: North 56 degrees
31 minutes 00 seconds East, 5.27 feet; thence North 33 degrees 29 minutes 00 seconds West,42.00 feet;
thence North 27 degrees 23 minutes 16 seconds West, 103.59 feet;thence North 33 degrees 29 minutes 00
seconds West, 23.16 feet; thence South 66 degrees 09 minutes 03 seconds West, 1.72 feet along the
southwesterly extension of the southerly line of Chicago Street; thence South 25 degrees 19 minutes 30
seconds East, 128.97 feet to a line 184.00 feet southwesterly of and parallel with the southwesterly line of
South Grove Avenue;thence South 33 degrees 29 minutes 00 seconds East,222.64 feet along said parallel
line to the northerly face of the Fountain Square on the River Condominium concrete retaining wall;thence
North 56 degrees 32 minutes 42 seconds East, 1.53 feet along said retaining wall to the southwesterly line
of said Lot 22;thence North 32 degrees 47 minutes 16 seconds West, 16.67 feet along said southwesterly
line to the Point of Beginning.
5
DM 1\1569323.4
PLAT ACT AFFIDAVIT - METES AND BOUNDS DESCRIPTION
STATE OF ILLINOIS )
) SS
COUNTY OF KANE )
John T Mateleak Rosanne M. DuPass
Vice President-Trust Officer Vice President-Trust Offi er.
and ,cbeing duly sworn on oath, states that they reside
or are employed at First American Bank, 218 West Main Street, Dundee, IL 60118;
And further state that: (please check the appropriate box)
A. [ ] That the attached deed is not in violation of 765 ILCS 205/1(a), in that the sale or exchange is of an entire
tract of land not being a part of a larger tract of land; or
B. [ X ] That the attached deed is not in violation of 765 II,CS 205/1(b)for one of the following reasons: (please
circle the appropriate number)
1. The division or subdivision of land into parcels or tracts of 5 acres or more in size which does not involve
jKly new streets or easements of access;
2. . The division of lots or blocks of less than I acre in any recorded subdivision which does not involve any
streets or easements of access;
3. The sale or exchange of parcels of land between owners of adjoining and contiguous land;
4. The conveyance of parcels of land or interests-therein for use as right of way for railroads or other public
utility facilities and other pipe lines which does not involve any new streets or easements of access;
5. The conveyance of land owned by a railroad or other public utility which does not involve any new streets
or easements of access;
6. The conveyance of land for highway or other public purposes or grants or conveyances relating to the
dedication of land for public use or instruments relating to the vacation of land impressed with a public use;
7. Conveyances made to correct descriptions in prior conveyances;
8. The sale or exchange of parcels or tracts of land following the division into no more than 2 parts of a
particular parcel or tract of land existing on July 17, 1959 and not involving any new streets or easements of
access;
9. The sale is of a single lot of less than 5 acres from a larger tract when a survey is made by an Illinois
Registered Land Surveyor,provided,that this exemption shall not apply to the sale of any subsequent lots from
the same larger tract of land, as determined by the dimensions and configuration of the larger tract on October 1,
1973, and provided also that this exemption does not invalidate any local requirements applicable to the
subdivision of land.
CANRPortbl\DM 1\SAB 150\4555294 I.docx
AFFIANT further states that he makes this affidavit for the purpose of inducing the Recorder of Kane County,
Illinois,to accept the attached deed for recording.
FIRST AMERICAN BANK, not
individually or personally, but solely
as trustee under a Trust Agreement
dated August 19, 2009 and known as
Trust Number 1-09-124
By:
Na e:
Title: President-Trust officer
i ''
Rosanne .DuPass
Name: „+_ Trost Of fear
Title:
STATE OF ILLINOIS j SS E HotpRy
CO Y OF CORpORpy t0
SSE��!H��HERE
I, the dersigned, a Notary Public in, and forM001n y and State afores ' O
HEREBY CER Y THAT as
and as of FIRST
AMERICAN BANK, t individually or personally, but solely Trustee under the
provisions of a Trust grebMent dated August 19, 2009 and wn as Trust Number 1-
09-124 who are personally wn to me to be the same'persons whose names are
subscribed to the foregoing inst ent, appeared bore me this day in person and
acknowledged to me that they signe nd delivewd the said instrument in their capacity
as trust officers of said Trust, as their o ee and voluntary act, and as the free and
voluntary act of said Trust as aforesaid, f t uses and purposes therein set forth.
i
Given under my hand and official seal this of August, 2014.
Notary Public
My Commission Expires:
C:\NRPortbl\DMI\SABI50\4555294-I.docx
STATE OF ILLINOIS )
SS:
COUNTY OF KANE )
I, the undersigned, a Notary Public in and for said County, in the State aforesaid, DO HEREBY
CERTIFY THAT JOHN T. MATEJCAK, personally known to me to be a Vice President of First
American Bank,an Illinois banking corporation,and ROSANNE M.DUPASS,personallyknown to
me to be a Vice President of First American Bank, and personally known to me to be the same
persons whose names are subscribed to the foregoing instrument, appeared before me this day in
person and severally acknowledged that as Vice Presidents of said corporation they signed the
foregoing instrument of their own free and voluntary act and caused the corporate seal of said
corporation to be affixed thereto, pursuant to authority, given by the Board of Directors of said
corporation as their free and voluntary act, and as the free and voluntary act of said corporation, for
the uses and purposes therein set forth.
GIVEN under my hand and Notarial Seal, this 14th day of August, 2014.
a
1 RZO AL YE OF ILLINOIS ES:01/28/15
Notary Public
EXHIBIT A-3
(Form of Parking Lot Lease Reassignment and Termination Agreement-Phase II Land)
15
DMIA555604.5
This Instrument Prepared By,
and After Recording,Please Return To:
David B. Yelin, Esq.
Duane Morris LLP
190 South LaSalle, Ste. 3700
Chicago, IL 60603
PARKING LOT LEASE REASSIGNMENT
AND TERMINATION AGREEMENT
THIS PARKING LOT LEASE REASSIGNMENT AND TERMINATION
AGREEMENT (this "Agreement") is dated as of the\2)day of August, 2014 (the "Effective
Date"), by and between FIRST AMERICAN BANK, not individually or personally, but solely as
Trustee under a Trust Agreement dated August 19, 2009 and known as Trust Number 1-09-124
(hereinafter referred to as the "Trust") (successor-in-interest to RSC-Elgin, LLC, an Illinois
limited liability company), and THE CITY OF ELGIN, an Illinois municipal corporation
(hereinafter referred to as the"Ciff").
RECITALS
A. The City is a party to that certain Parking Lot Lease with RSC-Elgin, LLC dated
March 24, 2005, as amended by the Amendment to Parking Lot Lease dated March 3, 2009 (as
so amended, the "Parking Lot Lease") with respect to the parking lot located at the southwest
corner of Chicago Street and South Grove Avenue in Elgin, Illinois, and legally described on
Exhibit A attached hereto (the"Premises"). The Trust is the successor-in-interest to RSC-Elgin,
LLC in the Parking Lot Lease.
B. The City is a party to that certain Assignment Agreement between the City and
RSC-Elgin, LLC dated March 24, 2005 (the "Assignment Agreement") relating to the
assignment of a certain Parking Easement Agreement between the City of Elgin, a municipal
corporation, and PanCor Construction and Development, L.L.C., an Illinois limited liability
company, dated September 23, 1998 and recorded in the Office of the Kane County Recorder on
November 3, 1998 as Document Number 98K 10 1679 and as assigned by PanCor Construction
and Development, L.L.C., an Illinois limited liability company, to Corus Bank, N.A., not
personally, but as Trustee under Trust Agreement dated October 23, 1998 and known as Trust
No. 4347 pursuant to that certain the Assignment of Parking Easement Rights dated October 28,
1998 and recorded in the Office of the Kane County Recorder on November 3, 1998 as
Document Number 98KI01678 (the "Parking Easement Agreement"). The Trust is the
successor-in-interest to RSC Elgin, LLC in the Assignment Agreement.
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DM 1\4555305.4
C. The Trust desires to reassign the Parking Easement Agreement to the City and the
City is willing to accept such reassignment of the Parking Easement Agreement and assume and
perform the obligations thereunder,from and after the Effective Date.
D. Contemporaneously with the reassignment of the Parking Easement Agreement to
the City, the Trust and the City desire to terminate the Parking Lot Lease and the Assignment
Agreement, subject to all of the terms, contingencies and conditions set forth in this Agreement.
NOW, THEREFORE, in consideration of the foregoing and of the mutual agreement of
the parties hereto to the terms and conditions set forth below, the parties, intending to be legally
bound hereby, agree as follows:
AGREEMENT
1. Assignment/Reassignment of Parking Easement Agreement. The Trust (as
successor-in-interest to RSC Elgin, LLC) hereby assigns and reassigns to the City all of the
Trust's rights and obligations in the Parking Easement Agreement. The City accepts such
assignment and reassignment of the Parking Easement Agreement, and agrees to assume all of
the rights and obligations provided for in the Parking Easement Agreement from and after the
Effective Date. Effective as of the Effective Date, the City hereby releases and discharges the
Trust from any and all duties and obligations under the Parking Easement Agreement.
2. Termination of Assignment Agreement and Parking Lot Lease. The Assignment
Agreement and the Parking Lot Lease each is hereby terminated for all purposes effective as of
11:59 p.m. on the Effective Date. Effective as of 11:59 p.m. on the Effective Date, each of the
parties is hereby released and discharged from any and all duties and obligations under the
Assignment Agreement and the Parking Lot Lease.
3. Release of Liability. Effective as of the Effective Date, the Trust and the City
shall and do hereby mutually release each other and their respective partners, members,
managers, shareholders, officers, officials, directors, employees, representatives, agents,
affiliates, heirs, executors, administrators, attorneys, successors and assigns, from any and all
claims, damages, obligations, duties, liabilities, actions and causes of action, losses, costs and/or
expenses of every kind and nature whatsoever arising under or in connection with the
Assignment Agreement, the Parking Lot Lease and the Premises accruing on and after the
Effective Date. Effective as of the Effective Date, this Agreement shall and does hereby
constitute a mutual release with respect to the Assignment Agreement and the Parking Lot Lease
executed in connection therewith as aforesaid and may be pleaded by either the Trust or the City
as a full and complete defense to, and may be used by any of them as the basis for an injunction
against any claims which may be instituted, prosecuted or maintained in breach of the foregoing
release. The provisions of this Section are effective and applicable as of the Effective Date and
are deemed to be self-operative, so that neither party shall have to execute any further
documentation to evidence the provisions of this Section. Notwithstanding any provision of this
Agreement to the contrary, except as specifically provided herein, neither party is being released
from its obligations under this Agreement in any manner whatsoever, and, further, each party
shall remain liable for the due performance of its respective obligations under the Assignment
2
DM 141555305.4
Agreement and the Parking Lot Lease accruing through the Effective Date, including, but not
limited to, any indemnification obligations under the Assignment Agreement and the Parking Lot
Lease for claims accruing on or prior to the Effective Date.
4. Counterparts. This Agreement may be executed in multiple counterparts or by
email or facsimile transmissions, each of which shall be treated as an original of this Agreement
for all purposes, and all of which shall constitute one (1) agreement binding upon all of the
parties hereto, notwithstanding that all the parties are not signatory to the original or the same
counterpart or email or facsimile transmission. Each such counterpart or email or facsimile
transmission shall be admissible into evidence as an original hereof against the party who
executed it.
5. Successors and Assigns. The terms and conditions of this Agreement shall be
binding upon and shall inure to the benefit of the parties hereto and their respective successors
and assigns.
6. Entire Agreement. This Agreement contains the entire agreement between the
parties hereto with respect to the reassignment of the Parking Easement Agreement to the City
and the termination of the Assignment Agreement and the Parking Lot Lease, and the terms of
this Agreement are contractual and not merely recitals. This Agreement shall not be altered,
amended, changed, waived, terminated or otherwise modified in any respect or particular, unless
the same shall be in writing and signed by or on behalf of the party to be charged. Time is of the
essence with respect to this Agreement and to the performance and satisfaction of its terms and
conditions.
The remainder of this page is intentionally left blank;
The signatures of the parties are set forth on the followingpage
3
DMIW555305.4
IN WITNESS WHEREOF, the parties have caused this Parking Lot Lease Reassignment
and Termination Agreement to be executed as of the date first set forth above.
FIRST AMERICAN BANK, not individually or
personally,but solely as Trustee under a Trust
Agreement dated August 19, 2009 and known
as Trust Number -09-124
By: Mir
ice President-Trust O ice resident
Attes :
Rosanne M. DuPass , Vice President
Vice - cer
THE CITY OF ELGIN, an Illinois municipal
corporation
By:
Name: David Kaptain, Mayor
By:
Name: Kimberly Dewis, City Clerk
4
DM 1\4555305.3
IN WITNESS WHEREOF, the parties have caused this Parking Lot Lease Reassignment
and Termination Agreement to be executed as of the date first set forth above.
FIRST AMERICAN BANK, not individually or
personally, but solely as Trustee under a Trust
Agreement dated August 19, 2009 and known
as Trust Number 1-09-124
By:
Vice President
Attest:
Vice President
THE CITY OF ELGIN, an IIlinois municipal
corporation
By:
Name: avid K ptai , Ma r
B
Name: Kimberly Dewis, City C erk
DM 1\4555305.4 4
STATE OF ILLINOIS )
COUNTY OF i5 ) SS
I,the undersigned, a N% P &,k and for said County, in the state aforesaid, DO
Hq eY"1�TIFY, THAT vice president-Trust Offlcebf the First American Bank and
Vice President-T�s`,.f__ of said Bank, personally known to me to be the same persons whose
names are subscribed to the foregoing instrument as such Vice President and Vice President
respectively, appeared before me this day in person and acknowledged that they signed and
delivered the said instrument as their own free and voluntary act of said Bank, for the uses and
purposes therein set forth; and the said Vice President did also then and there acknowledge that
said Vice President as custodian of the corporate seal of said Bank, did affix the said corporate
seal of said Bank to said instrument as said Vice President's own free and voluntary act, and as
the free and voluntary act of said Bank, for the uses and purposes therein set forth.
GIVEN under my hand and Notari eal this Lqi day of August, 2014.
OFFICIAL SEAL No ary Public
IL SI KAYE
NOTARY PUBLIC-STATE OF ILLINOIS _
MY COMMISSION EXPIRES:0112811M commission expires: n a8' IS
STATE OF ILLINOIS )
) SS.
COUNTY OF KANE )
1, , a notary public in and for said County, in the
State aforesaid, DO HEREBY CERTIFY that David Kaptain, in his capacity as Mayor, and
Kimberly Dewis, in her capacity as City Clerk, of THE CITY OF ELGIN, ILLINOIS, an
Illinois municipal corporation, and personally known to me to be the same persons whose names
are subscribed to the foregoing instrument, appeared before me this day in person and
acknowledged that they signed and delivered the said instrument, as their free and voluntary act,
and as the free and voluntary act of said corporation, for the uses and purposes therein set forth.
GIVEN under my hand and seal this day of August, 2014.
NOTARY PUBLIC
Commission Expires
5
DM]14555305.3
STATE OF ILLINOIS )
SS
COUNTY OF )
I, the undersigned, a Notary Public in and for said County, in the state aforesaid, DO
HEREBY CERTIFY,THAT of the First American Bank and
of said Bank,personally known to me to be the same persons whose
names are subscribed to the foregoing instrument as such Vice President and Vice President
respectively, appeared before me this day in person and acknowledged that they signed and
delivered the said instrument as their own free and voluntary act of said Bank, for the uses and
purposes therein set forth; and the said Vice President did also then and there acknowledge that
said Vice President as custodian of the corporate seal of said Bank, did affix the said corporate
seal of said Bank to said instrument as said Vice President's own free and voluntary act, and as
the free and voluntary act of said Bank, for the uses and purposes therein set forth.
GIVEN under my hand and Notarial Seal this day of August, 2014.
Notary Public
My commission expires:
STATE OF ILLINOIS )
) SS.
COUNTY OF KANE )
a notary public in and for said County, in the
State aforesaid, DO HEREBY CERTIFY that David Kaptain, in his capacity as Mayor, and
Kimberly Dewis, in her capacity as City Clerk, of THE CITY OF ELGIN, ILLINOIS, an
Illinois municipal corporation, and personally known to me to be the same persons whose names
are subscribed to the foregoing instrument, appeared before me this day in person and
acknowledged that they signed and delivered the said instrument, as their free and voluntary act,
and as the free and voluntary act of said corporation,for the uses and purposes therein set forth.
GIVEN under my hand and seal thisYl day of August, 2014.
B . MAN NOTARY PUBLIC
LMY y Public,State of Illinois
missi on Expires 08/06/15 Commission Expires
5
DM 114555305.4
EXHIBIT A
Legal Description of Parking Lot Land
Lots 1, 2, 3,4, 5, and 6 and part of Lot 10 of B.W. Raymond's Subdivision of Lots 1, 3,4,
and 5 of Block 21 of the Original Town of Elgin, on the east side of Fox River; Lots 1, 2, and
part of Lot 3 of McOsker's Subdivision of Lots 7, 8, 9, 10, and 10-1/2 of B.W. Raymond's
Subdivision of Lot 1 in Block 21 of the Original Town of Elgin, and that portion of land lying
between Lot 9 and Fox River; also part of the vacated alley lying on the southerly portion of said
McOsker's Subdivision; also part of Lot 2 in Block 21 of the Original Town of Elgin, on the east
side of Fox River, all of the foregoing being described as a tract as follows: Beginning at a point
in the southerly line of the northerly 22 feet of Lot 2 in Block 21 aforesaid, 95 feet
southwesterly, measured along said southerly line, from the westerly line extended of Lot 4 of
B.W. Raymond's Subdivision; thence northwesterly, parallel with said westerly line extended of
said Lot 4, a distance of 42 feet; thence northwesterly to a point on the westerly line of Lot 2 of
McOsker's Subdivision, 105 feet northwesterly from the southwesterly corner thereof; thence
northwesterly along the westerly line of Lot 2 of McOsker's Subdivision to the northwesterly
corner thereof and the south line of Chicago Street; thence east along said south line of Chicago
Street to the westerly line of Grove Avenue; thence southeasterly along said westerly line of
Grove Avenue to the southeast corner of Lot 2 in Block 21 aforesaid; thence westerly along the
southerly line of said Lot 2 to the easterly line of Riverside Avenue; thence northerly along said
easterly line to the southerly line of the northerly 22 feet of Lot 2 in Block 21 aforesaid; thence
northeasterly along said southerly line to the Point of Beginning, in the City of Elgin, Kane
County, Illinois.
Lot 11 and that part of Lot 28 lying easterly of the easterly line of Riverside Avenue and
that part of the vacated alley lying between said Lots 11 and 28, all in B.W. Raymond's
Subdivision of Lots 1, 3, 4, and 5 of Block 21 of the Original Town of Elgin, on the east side of
Fox River, in the City of Elgin, Kane County, Illinois.
That part of Lots 12 and 27 in B.W. Raymond's Subdivision of Lots 1, 3, 4, and 5 in
Block 21 of the Original Town of Elgin, on the east side of Fox River, and the vacated alley
lying between said Lots 12 and 27, lying between the westerly line of South Grove Avenue and
the easterly line of Riverside Avenue, in the City of Elgin, Kane County, Illinois.
Lots 13, 14, 15, 16, 23, 24, 25, and 26 and the vacated 20-foot alley adjoining said lots in
B.W. Raymond's Subdivision of Lots 1, 3, 4, and 5 in Block 21 of the Original Town of Elgin,
on the east side of Fox River, in the City of Elgin, Kane County, Illinois.
That part of Lots 17, 18, and 22 lying northwesterly of the face of the Fountain Square on
the River Condominium concrete retaining wall and building(except that part of said lots, if any,
falling within Riverside Avenue) of B.W. Raymond's Subdivision of Lots 1, 3, 4, and 5 in Block
21 of the Original Town of Elgin, on the east side of Fox River in the East Fraction of the
Southeast Quarter of Section 14, Township 41 North, Range 8 East of the Third Principal
6
DM1\4555305.4
Meridian; also, all that part of an alley 20 feet wide (now vacated) in said subdivision, which lies
between said Lots 22 and 17 and south of the north line of said lots extended across said alley, all
in the City of Elgin, Kane County, Illinois, described as follows:
Beginning at the northwesterly corner of said Lot 22; thence on an assumed bearing of
North 56 degrees 29 minutes 55 seconds East, 182.27 feet along the northwesterly line of said
Lots 22 and 17 and the extension thereof through the vacated alley between said Lots 22 and 17
to the northeast corner of said Lot 17; thence South 33 degrees 29 minutes 00 seconds East,
36.76 feet along the northeasterly line of Lots 17 and 18 to the northeasterly extension of the
northerly building line of the Fountain Square on the River Condominium; thence along said
extension and the northerly building and retaining wall line the following seven courses: South
56 degrees 32 minutes 12 seconds West, 37.65 feet; thence North 33 degrees 52 minutes 15
seconds West, 10.99 feet; thence South 56 degrees 36 minutes 04 seconds West, 25.88 feet;
thence North 33 degrees 13 minutes 30 seconds West, 9.91 feet; thence South 59 degrees 00
minutes 42 seconds West, 0.80 feet; thence South 30 degrees 20 minutes 44 seconds East, 1.02
feet; thence South 56 degrees 32 minutes 42 seconds West, 118.07 feet to the southwesterly line
of said Lot 22; thence North 32 degrees 47 minutes 16 seconds West, 16.67' along said
southwesterly line to the Point of Beginning.
That part of Riverside Avenue in the East Half of the Southeast Quarter of Section 14,
Township 41 North, Range 8 East of the Third Principal Meridian in the City of Elgin, Kane
County, Illinois, described as follows:
Beginning at the southwesterly corner of Lot 23 in B.W. Raymond's Subdivision of Lots
1, 3, 4, and 5 in Block 21 of the Original Town of Elgin, on the east side of Fox River; thence on
an assumed bearing of North 32 degrees 47 minutes 16 seconds West, 165.19 feet along the
northeasterly right-of-way of Riverside Avenue; thence continuing along said right-of-way the
following four courses: North 56 degrees 31 minutes 00 seconds East, 5.27 feet; thence North 33
degrees 29 minutes 00 seconds West, 42.00 feet; thence North 27 degrees 23 minutes 16 seconds
West, 103.59 feet; thence North 33 degrees 29 minutes 00 seconds West, 23.16 feet; thence
South 66 degrees 09 minutes 03 seconds West, 1.72 feet along the southwesterly extension of the
southerly line of Chicago Street; thence South 25 degrees 19 minutes 30 seconds East, 128.97
feet to a line 184.00 feet southwesterly of and parallel with the southwesterly line of South
Grove Avenue; thence South 33 degrees 29 minutes 00 seconds East, 222.64 feet along said
parallel line to the northerly face of the Fountain Square on the River Condominium concrete
retaining wall; thence North 56 degrees 32 minutes 42 seconds East, 1.53 feet along said
retaining wall to the southwesterly line of said Lot 22; thence North 32 degrees 47 minutes 16
seconds West, 16.67 feet along said southwesterly line to the Point of Beginning.
7
DM 1\4555305.4
EXHIBIT B
(Form of Partial Release of Senior Mortgage from Phase II Land)
16
DM 1\4555604.5
THIS INSTRUMENT WAS
PREPARED BY AND MAIL
AFTER RECORDING TO:
David B. Yelin,Esq.
Duane Morris LLP
190 So. LaSalle Street, Ste. 3700
Chicago, Illinois 60603
PARTIAL RELEASE OF MORTGAGE
FIRST AMERICAN BANK, an Illinois banking corporation ("Mortgagee'), for and in
consideration of the sum of One Dollar ($1.00), the receipt whereof is hereby acknowledged,
does hereby REMISE, RELEASE, CONVEY, and QUIT CLAIM unto RSC-Elgin, LLC, an
Illinois limited liability company ("RSC Erin") and unto First American Bank, an Illinois
banking corporation, not personally but solely as Trustee under Trust Agreement dated August
19, 2009 and known as Trust No. 1-09-124 (successor-in-interest to RSC-Elgin) ("Borrower'),
all the right, title, interest, claim or demand whatsoever Mortgagee may have acquired in,
through or by the following loan documents (hereinafter collectively referred to as the "Loan
Documents"), but only to the portion of the premises described in the Loan Documents which is
shown on Exhibit A attached hereto and made a part hereof(such portion of the premises being
referred to herein as the"Released Premises"):
1. Construction Mortgage,Assignment of Rents and Leases, Security Agreement
and Fixture Financing Statement dated March 2,2006 and recorded April 12,
2006 as Document No. 2006KO39304 (the"Mortgage').
2. Assignment of Rents and Leases dated March 2,2006 and recorded April 12,
2006 as Document No. 2006KO39305 and
3. First Amendment to Loan Documents dated April 17, 2006 and recorded May 11,
2006 as Document No. 2006K050615.
This instrument is a partial release and shall fully release from the Loan Documents and
from the Mortgage (and the other recorded instruments described above) only the portion of the
premises described in the Mortgage (and the other recorded instruments described above) which
is the Released Premises described on Exhibit A attached hereto and made a part hereof, and
none other. The Loan Documents and the Mortgage (and the other recorded instruments
described above) shall remain in full force and effect and unreleased as to the entire premises
described in the Loan Documents and in the Mortgage (and the other recorded instruments
described above), less and except only the Released Premises described on Exhibit A released
hereby.
1
DM 1\4563671.4
IN WITNESS WHEREOF, this Partial Release of Mortgage is executed this y day of
August, 2014.
FIRST AMERICAN BANK , an Illinois banking
corpor n
By: Q 9
Name: axecutive hn Olsen
Its: Vice President
STATE OF ILLINOIS )
) SS.
COUNTY OF COOK )
a notary public in and for said County, in the
State aforesaid, DO HEREBY CERTIFY that John Olsen personally known to me to be the
Executive Vice President of FIRST AMERICAN BANK, an Illinois banking corporation,
personally known to me to be the same person whose name is subscribed to the foregoing
instrument, appeared before me this day in person and acknowledged that as such Executive
Vice President, he signed and delivered the said instrument, pursuant to authority given by the
Board of Directors of said corporation, as his free and voluntary act, and as the free and
voluntary act of said corporation, for the uses and purposes therein set forth.
GIVEN under my hand and seal this J—t*day of August, 2014.
OFF:Expires AL NOTA Y PUBLIC
SUSof
Notary Publ of Illinois C mission Expires
My Commission Feb 28, 2016
2
DM 1\4563671.4
EXHIBIT A
Legal Description of Released Premises
Lots 1, 2, 3, 4, 5, and 6 and part of Lot 10 of B.W. Raymond's Subdivision of Lots 1, 3, 4, and 5
of Block 21 of the Original Town of Elgin, on the east side of Fox River; Lots 1, 2, and part of
Lot 3 of McOsker's Subdivision of Lots 7, 8, 9, 10, and 10-1/2 of B.W. Raymond's Subdivision
of Lot 1 in Block 21 of the Original Town of Elgin, and that portion of land lying between Lot 9
and Fox River; also part of the vacated alley lying on the southerly portion of said McOsker's
Subdivision;also part of Lot 2 in Block 21 of the Original Town of Elgin, on the east side of Fox
River, all of the foregoing being described as a tract as follows: Beginning at a point in the
southerly line of the northerly 22 feet of Lot 2 in Block 21 aforesaid, 95 feet southwesterly,
measured along said southerly line, from the westerly line extended of Lot 4 of B.W. Raymond's
Subdivision; thence northwesterly, parallel with said westerly line extended of said Lot 4, a
distance of 42 feet; thence northwesterly to a point on the westerly line of Lot 2 of McOsker's
Subdivision, 105 feet northwesterly from the southwesterly corner thereof; thence northwesterly
along the westerly line of Lot 2 of McOsker's Subdivision to the northwesterly corner thereof
and the south line of Chicago Street; thence east along said south line of Chicago Street to the
westerly line of Grove Avenue;thence southeasterly along said westerly line of Grove Avenue to
the southeast corner of Lot 2 in Block 21 aforesaid; thence westerly along the southerly line of
said Lot 2 to the easterly line of Riverside Avenue; thence northerly along said easterly line to
the southerly line of the northerly 22 feet of Lot 2 in Block 21 aforesaid; thence northeasterly
along said southerly line to the Point of Beginning, in the City of Elgin, Kane County, Illinois.
Lot 11 and that part of Lot 28 lying easterly of the easterly line of Riverside Avenue and
that part of the vacated alley lying between said Lots I1 and 28, all in B.W. Raymond's
Subdivision of Lots 1, 3, 4, and 5 of Block 21 of the Original Town of Elgin, on the east side of
Fox River, in the City of Elgin, Kane County, Illinois.
That part of Lots 12 and 27 in B.W. Raymond's Subdivision of Lots 1, 3, 4, and 5 in
Block 21 of the Original Town of Elgin, on the east side of Fox River, and the vacated alley
lying between said Lots 12 and 27, lying between the westerly line of South Grove Avenue and
the easterly line of Riverside Avenue, in the City of Elgin, Kane County, Illinois.
Lots 13, 14, 15, 16, 23, 24, 25, and 26 and the vacated 20-foot alley adjoining said lots in
B.W. Raymond's Subdivision of Lots 1, 3, 4, and 5 in Block 21 of the Original Town of Elgin,
on the east side of Fox River, in the City of Elgin,Kane County, Illinois.
That part of Lots 17, 18, and 22 lying northwesterly of the face of the Fountain Square on
the River Condominium concrete retaining wall and building(except that part of said lots, if any,
falling within Riverside Avenue) of B.W. Raymond's Subdivision of Lots 1, 3, 4, and 5 in Block
21 of the Original Town of Elgin, on the east side of Fox River in the East Fraction of the
Southeast Quarter of Section 14, Township 41 North, Range 8 East of the Third Principal
Meridian; also, all that part of an alley 20 feet wide (now vacated) in said subdivision,which lies
between said Lots 22 and 17 and south of the north line of said lots extended across said alley, all
in the City of Elgin, Kane County, Illinois, described as follows:
3
DM 1\4563671.4
Beginning at the northwesterly corner of said Lot 22; thence on an assumed bearing of
North 56 degrees 29 minutes 55 seconds East, 182.27 feet along the northwesterly line of said
Lots 22 and 17 and the extension thereof through the vacated alley between said Lots 22 and 17
to the northeast corner of said Lot 17; thence South 33 degrees 29 minutes 00 seconds East,
36.76 feet along the northeasterly line of Lots 17 and 18 to the northeasterly extension of the
northerly building line of the Fountain on the Square River Condominium; thence along said
extension and the northerly building and retaining wall line the following seven courses: South
56 degrees 32 minutes 12 seconds West, 37.65 feet; thence North 33 degrees 52 minutes 15
seconds West, 10.99 feet; thence South 56 degrees 36 minutes 04 seconds West, 25.88 feet;
thence North 33 degrees 13 minutes 30 seconds West, 9.91 feet; thence South 59 degrees 00
minutes 42 seconds West, 0.80 feet; thence South 30 degrees 20 minutes 44 seconds East, 1.02
feet; thence South 56 degrees 32 minutes 42 seconds West, 118.07 feet to the southwesterly line
of said Lot 22; thence North 32 degrees 47 minutes 16 seconds West, 16.67' along said
southwesterly line to the Point of Beginning.
That part of Riverside Avenue in the East Half of the Southeast Quarter of Section 14,
Township 41 North, Range 8 East of the Third Principal Meridian in the City of Elgin, Kane
County, Illinois,described as follows:
Beginning at the southwesterly corner of Lot 23 in B.W. Raymond's Subdivision of Lots
1, 3, 4, and 5 in Block 21 of the Original Town of Elgin, on the east side of Fox River; thence on
an assumed bearing of North 32 degrees 47 minutes 16 seconds West, 165.19 feet along the
northeasterly right-of-way of Riverside Avenue; thence continuing along said right-of-way the
following four courses: North 56 degrees 31 minutes 00 seconds East, 5.27 feet;thence North 33
degrees 29 minutes 00 seconds West, 42.00 feet; thence North 27 degrees 23 minutes 16 seconds
West, 103.59 feet; thence North 33 degrees 29 minutes 00 seconds West, 23.16 feet; thence
South 66 degrees 09 minutes 03 seconds West, 1.72 feet along the southwesterly extension of the
southerly line of Chicago Street; thence South 25 degrees 19 minutes 30 seconds East, 128.97
feet to a line 184.00 feet southwesterly of and parallel with the southwesterly line of South
Grove Avenue; thence South 33 degrees 29 minutes 00 seconds East, 222.64 feet along said
parallel line to the northerly face of the Fountain Square on the River Condominium concrete
retaining wall; thence North 56 degrees 32 minutes 42 seconds East, 1.53 feet along said
retaining wall to the southwesterly line of said Lot 22; thence North 32 degrees 47 minutes 16
seconds West, 16.67 feet along said southwesterly line to the Point of Beginning.
Permanent Tax Identification Nos.: 06-14-433-038
06-14-433-039
06-14-433-013
06-14-433-014
06-14-433-045
06-14-433-046
Common Address: Part of 38-50 South Grove Avenue, Elgin, IL 60120
4
DM 1\1563671.4
EXHIBIT C
(Form of Satisfaction and Release of Subordinated Mortgage and Option Agreement)
17
DM114555604.5
THIS INSTRUMENT WAS
PREPARED BY AND MAIL
AFTER RECORDING TO:
David B. Yelin, Esq.
Duane Morris LLP
190 South LaSalle Street,
Suite 3700
Chicago, Illinois 60603
SATISFACTION AND RELEASE OF
SUBORDINATED MORTGAGE AND OPTION AGREEMENT
THE CITY OF ELGIN, ILLINOIS, an Illinois municipal corporation ("Subordinated
Mortgagee"), for and in consideration of the sum of One Dollar ($1.00), the receipt whereof is
hereby acknowledged, does hereby REMISE, RELEASE, CONVEY, and QUIT CLAIM unto
First American Bank, not personally, but solely as Trustee under Trust Agreement dated August
19, 2009 and known as Trust No. 1-09-124 (successor-in-interest to RSC-ELGIN, LLC, an
Illinois limited liability company) ("Mortgagor"), all the right, title, interest, claim or demand
whatsoever Subordinated Mortgagee may have acquired in, through or by that certain
Subordinated Mortgage and Option Agreement dated March 24, 2005 and recorded March 31,
2005 with the Kane County, Illinois Recorder as Document No. 2005K035745, to the premises
described on Exhibit A attached hereto and made a part hereof(the "Subordinated Mortgage
and Option Agreement"). In addition, Subordinated Mortgagee does hereby specifically
remise, release, re-convey, terminate and release the option granted to Subordinated Mortgagee
by the terms of the Subordinated Mortgage and Option Agreement.
This Release and Termination of Subordinated Mortgage and Option Agreement shall
include the release and termination of the Subordinated Mortgage and Option Agreement of and
from any real estate formerly part of the premises described on Exhibit A attached hereto,
including, without limitation, any subdivisions, divisions and condominiums of the premises that
may have occurred subsequent to the execution, delivery and recording of the Subordinated
Mortgage and Option Agreement.
The remainder of this page is intentionally left blank;
The signature of the Subordinated Mortgagee appears on the following page.
1
DM 1\4549611.3
IN WITNESS WHEREOF, this�Satisfaction and Release of Subordinated Mortgage and
Option Agreement is executed this�day of August, 2014.
THE CITY OF ELGIN,ILLINOIS, an Illinois
municipal corporation
By:
Name: D vid K pta' ay
By:
Name: Kimberly Dewis,Ci(y Cler
STATE OF ILLINOIS )
) SS.
COUNTY OF KANE )
a notary public in and for said County, in the
State aforesaid, DO HEREBY CERTIFY that David Kaptain, in his capacity as Mayor, and
Kimberly Dewis, in her capacity as City Clerk, of THE CITY OF ELGIN, ILLINOIS, an
Illinois municipal corporation, and personally known to me to be the same persons whose names
are subscribed to the foregoing instrument, appeared before me this day in person and
acknowledged that they signed and delivered the said instrument, as their free and voluntary act,
and as the free and voluntary act of said corporation, for the uses and purposes therein set forth.
GIVEN under my hand and seal this day of August, 2014.
M AL" NOTARY PUBLIC
RMAN of Illinois Commission Expires s o8/o6/15
2
DM 1\4549611.3
EXHIBIT A
Legal Description
PARCEL ONE:
LOTS 1, 2, 3, 4, 5 AND 6 AND PART OF LOT 10 OF B. W. RAYMOND'S SUBDIVISION
OF LOTS 1, 3, 4 AND 5 OF BLOCK 21 OF THE ORIGINAL TOWN OF ELGIN, ON THE
EAST SIDE OF FOX RIVER; LOTS 1, 2 AND PART OF LOT 3 OF MCOSKER'S
SUBDIVISION OF LOTS 7, 8, 9, 10 AND 101/2 OF B. W. RAYMOND'S SUBDIVISION OF
LOT 1 IN BLOCK 21 OF THE ORIGINAL TOWN OF ELGIN, AND THAT PORTION OF
LAND LYING BETWEEN LOT 9 AND FOX RIVER; ALSO PART OF THE VACATED
ALLEY LYING ON THE SOUTHERLY PORTION OF SAID MCOSKER'S SUBDIVISION;
ALSO PART OF LOT 2 IN BLOCK 21 OF THE ORIGINAL TOWN OF ELGIN, ON THE
EAST SIDE OF FOX RIVER; ALL OF THE FORGOING BEING DESCRIBED AS A TRACT
AS FOLLOWS: BEGINNING AT A POINT IN THE SOUTHERLY LINE OF THE
NORTHERLY 22 FEET OF LOT 2 IN BLOCK 21 AFORESAID, 95 FEET
SOUTHWESTERLY, MEASURED ALONG SAID SOUTHERLY LINE, FROM THE
WESTERLY LINE EXTENDED OF LOT 4 OF B. W. RAYMOND'S SUBDIVISION;
THENCE NORTHWESTERLY PARALLEL WITH SAID WESTERLY LINE EXTENDED OF
SAID LOT 4 A DISTANCE OF 42 FEET; THENCE NORTHWESTERLY TO A POINT ON
THE WESTERLY LINE OF LOT 2 OF MCOSKER'S SUBDIVISION 105 FEET
NORTHWESTERLY FROM THE SOUTHWESTERLY CORNER THEREOF; THENCE
NORTHWESTERLY ALONG THE WESTERLY LINE OF LOT 2 OF MCOSKER'S
SUBDIVISION TO THE NORTHWESTERLY CORNER THEREOF AND THE SOUTH LINE
OF CHICAGO STREET; THENCE EAST ALONG SAID SOUTH LINE OF CHICAGO
STREET TO THE WESTERLY LINE OF GROVE AVENUE; THENCE SOUTHEASTERLY
ALONG SAID WESTERLY LINE OF GROVE AVENUE TO THE SOUTHEAST CORNER
OF LOT 2 IN BLOCK 21 AFORESAID; THENCE WESTERLY ALONG THE SOUTHERLY
LINE OF SAID LOT 2 TO THE EASTERLY LINE OF RIVERSIDE AVENUE; THENCE
NORTHERLY ALONG SAID EASTERLY LINE TO THE POINT OF BEGINNING, IN THE
CITY OF ELGIN, KANE COUNTY, ILLINOIS.
PARCEL TWO:
LOT 11 AND THAT PART OF LOT 28 LYING EASTERLY OF THE EASTERLY LINE OF
RIVERSIDE AVENUE AND THAT PART OF THE VACATED ALLEY LYING BETWEEN
SAID LOTS 11 AND 28, ALL IN B. W. RAYMOND'S SUBDIVISION OF LOTS 1, 3, 4 AND
5 OF BLOCK 21 OF THE ORIGINAL TOWN OF ELGIN, ON THE EAST SIDE OF FOX
RIVER, IN THE CITY OF ELGIN,KANE COUNTY, ILLINOIS.
3
DM I\4549611.3
PARCEL THREE:
THAT PART OF LOTS 12 AND 27 IN B. W. RAYMOND'S SUBDIVISION OF LOTS 1, 3, 4
AND 5 IN BLOCK 21 OF THE ORIGINAL TOWN OF ELGIN, ON THE EAST SIDE OF
FOX RIVER, AND THE VACATED ALLEY LYING BETWEEN SAID LOTS 12 AND 27,
LYING BETWEEN THE WESTERLY LINE OF SOUTH GROVE AVENUE, AND THE
EASTERLY LINE OF RIVERSIDE AVENUE, IN THE CITY OF ELGIN, KANE COUNTY,
ILLINOIS.
PARCEL FOUR:
LOTS 13, 14, 15, 16, 23, 24, 25 AND 26 AND THE VACATED 20 FOOT ALLEY
ADJOINING SAID LOTS IN B. W. RAYMOND'S SUBDIVISION OF LOTS 1, 3,4 AND 5 IN
BLOCK 21, OF THE ORIGINAL TOWN OF ELGIN, ON THE EAST SIDE OF FOX RIVER,
IN THE CITY OF ELGIN, KANE COUNTY, ILLINOIS.
PARCEL FIVE:
LOTS 17, 18, 21 AND 22 (EXCEPT THAT PART OF SAID LOTS, IF ANY, FALLING
WITHIN RIVERSIDE AVENUE) OF B. W. RAYMOND'S SUBDIVISION OF LOTS 1, 3, 4
AND 5 IN BLOCK 21 OF THE ORIGINAL TOWN OF ELGIN, ON THE EAST SIDE OF
FOX RIVER IN THE EAST FRACTION OF SOUTHEAST 1/4 OF SECTION 14, TOWNSHIP
41 NORTH, RANGE 8 EAST OF THE THIRD PRINCIPAL MERIDIAN; ALSO, ALL THAT
PART OF AN ALLEY 20 FEET WIDE (NOW VACATED) IN SAID SUBDIVISION, WHICH
LIES BETWEEN SAID LOTS 21 AND 22, AND SAID LOTS 17 AND 18 AND SOUTH OF
THE NORTH LINE OF SAID LOTS AND NORTH OF THE SOUTH LINE OF SAID LOTS
EXTENDED ACROSS SAID ALLEY, ALL IN THE CITY OF ELGIN, KANE COUNTY,
ILLINOIS.
PARCEL SIX:
LOTS 19 AND 20 AND THE VACATED 20 FOOT ALLEY LYING BETWEEN SAID LOTS
IN B. W. RAYMOND'S SUBDIVISION OF LOTS 1, 3, 4 AND 5 IN BLOCK 21 OF THE
ORIGINAL TOWN OF ELGIN, ON THE EAST SIDE OF FOX RIVER, (EXCEPT THAT
PART LYING WEST OF THE EASTERLY LINE OF RIVERSIDE AVENUE AS
ESTABLISHED BY PLAT RECORDED SEPTEMBER 22, 1885 IN BOOK 7, PAGE 13), IN
THE CITY OF ELGIN, KANE COUNTY, ILLINOIS.
PARCEL SEVEN:
THAT PART OF LOTS "A", "B", "C", "D", "E" AND "F" LYING EASTERLY OF THE
EASTERLY LINE OF RIVERSIDE AVENUE IN HARVEY AND AMICK'S SUBDIVISION
OF LOT 6 AND 7 IN BLOCK 21 OF JAMES T. GIFFORD'S PLAT OF ELGIN, ACCORDING
TO THE PLAT OF SAID HARVEY AND AMICK'S SUBDIVISION RECORDED APRIL 17,
1866 IN BOOK 2 OF MAPS, PAGE 139 1/2, IN THE CITY OF ELGIN, KANE COUNTY,
ILLINOIS.
4
DM 1\4549611.3
PARCEL EIGHT:
THAT PART OF THE NORTHERLY 22 FEET OF LOT 8 LYING EASTERLY OF THE
EASTERLY LINE OF RIVERSIDE AVENUE, IN BLOCK 21 OF THE ORIGINAL TOWN
OF ELGIN, AS LAID OUT BY JAMES T GIFFORD, IN THE CITY OF ELGIN, KANE
COUNTY, ILLINOIS.
PARCEL NINE:
18 FOOT WIDE ALLEY NOW KNOWN AS "FOUNTAIN SQUARE WAY" LYING
BETWEEN SOUTHWESTERLY LINE OF GROVE AVENUE AND NORTHEASTERLY
LINE OF RIVERSIDE AVENUE AS ESTABLISHED BY PLAT RECORDED SEPTEMBER
22, 1885 IN BOOK 7, PAGE 13 IN B.W, RAYMOND'S SUBDIVISION OF LOTS 1, 3, 4 AND
5 IN BLOCK 21 OF THE ORIGINAL TOWN OF ELGIN, ON THE EAST SIDE OF FOX
RIVER IN EAST HALF OF SOUTHEAST QUARTER OF SECTION 14, TOWNSHIP 41
NORTH, RANGE 8 EAST OF THE THIRD PRINCIPAL MERIDIAN, IN THE CITY OF
ELGIN, KANE COUNTY, ILLINOIS.
PARCEL TEN:
THAT PART OF RIVERSIDE AVENUE IN THE EAST HALF OF THE SOUTHEAST
QUARTER OF SECTION 14, TOWNSHIP 41 NORTH, RANGE 8 EAST OF THE THIRD
PRINCIPAL MERIDIAN, IN THE CITY OF ELGIN, KANE COUNTY, ILLINOIS,
DESCRIBED AS FOLLOWS: BEGINNING AT THE SOUTHWESTERLY CORNER OF
LOT 20 IN B.W RAYMOND'S SUBDIVISION OF LOTS 1, 3, 4, AND 5 IN BLOCK 21 OF
THE ORIGINAL TOWN OF ELGIN, ON THE EAST SIDE OF FOX RIVER; THENCE ON
AN ASSUMED BEARING OF NORTH 32 DEGREES 47 MINUTES 16 SECONDS WEST,
225.78 FEET ALONG THE NORTHEASTERLY RIGHT-OF-WAY OF RIVERSIDE
AVENUE; THENCE CONTINUING ALONG SAID RIGHT-OF-WAY THE FOLLOWING
FOUR COURSES: NORTH 56 DEGREES 31 MINUTES 00 SECONDS EAST, 5.27 FEET;
THENCE NORTH 33 DEGREES 29 MINUTES 00 SECONDS WEST, 42.00 FEET; THENCE
NORTH 27 DEGREES 23 MINUTES 16 SECONDS WEST, 103.59 FEET; THENCE NORTH
33 DEGREES 29 MINUTES 00 SECONDS WEST, 23.16 FEET; THENCE SOUTH 66
DEGREES 09 MINUTES 03 SECONDS WEST, 1.72 FEET ALONG THE
SOUTHWESTERLY EXTENSION OF THE SOUTHERLY LINE OF CHICAGO STREET;
THENCE SOUTH 25 DEGREES 19 MINUTES 30 SECONDS EAST, 128.97 FEET TO A
LINE 184.00 FEET SOUTHWESTERLY OF AND PARALLEL WITH THE
SOUTHWESTERLY LINE OF SOUTH GROVE AVENUE; THENCE SOUTH 33 DEGREES
29 MINUTES 00 SECONDS EAST, 266.55 FEET ALONG SAID PARALLEL LINE TO THE
SOUTHWESTERLY EXTENSION OF THE SOUTHEASTERLY LINE OF SAID LOT 20;
THENCE NORTH 56 DEGREES 29 MINUTES 29 SECONDS EAST, 1.00 FEET ALONG
SAID EXTENSION OF THE POINT OF BEGINNING.
5
DM 114549611.3
PIN Nos.: 06-14-433-038;
06-14-433-039;
06-14-433-013;
06-14-433-014;
06-14-433-045; and
06-14-433-046.
Common Address: Southwest corner of Chicago Street and South Grove Avenue
Elgin, Illinois
6
DMI\4549611.3
EXHIBIT D
(Form of Release and Termination of Development Agreement)
18
DM 1\4555604.5
This document prepared by
and return after recording to:
David B. Yelin, Esq.
Duane Morris LLP
190 South LaSalle Street, Suite 3700
Chicago, IL 60606-3433
TERMINATION OF DEVELOPMENT AGREEMENT
This Termination of Development Agreement (this "Agreement") is dated as of the 14th
day of August, 2014 by and between THE CITY OF ELGIN, an Illinois municipal corporation
(the "City"), and FIRST AMERICAN BANK, not personally, but solely as Trustee under Trust
Agreement dated August 19, 2009 and known as Trust No. 1-09-124 (the "First American
Trust").
RECITALS:
A. The City and RSC-ELGIN, LLC, an Illinois limited liability company ("RSC")
entered into that certain Development Agreement dated August 11, 2004, as amended by that
certain Amendment to Development Agreement dated March 23, 2005, and further amended by
that certain Second Amendment to Development Agreement dated February 22, 2006 (as
amended, the "Development Agreement") relating to the development of the property
commonly known as 38-50 South Grove Avenue in Elgin, Illinois, and legally described on
Exhibit"A" attached hereto (the "Land").
B. Pursuant to that certain Assignment dated August 19, 2009, RSC assigned to the
First American Trust all of its right, title and interest in and to its right,tile, and interest in, to and
under the Development Agreement, including, without limitation any and all payments to be
made by the City under the Development Agreement.
C. Notwithstanding any termination provisions that may be contained in the
Development Agreement, (i) the City desires to terminate the Development Agreement and
release the Land from any encumbrance that may have been created by the Development
Agreement and (ii) the First American Trust desires to release any right, title, and interest in, to
and under the Development Agreement, including, without limitation any and all future or
further payments from the City under the Development Agreement.
AGREEMENTS:
NOW, THEREFORE, in consideration of the foregoing and of the mutual agreement of
the parties hereto to the terms and conditions set forth below, the parties, intending to be legally
bound hereby, agree as follows:
I
DM I\4550017.4
1. Termination of Development Agreement. The City and First American Trust
execute this Agreement to effect the termination of the Development Agreement as of the date
hereof and to confirm that the Development Agreement is terminated and no longer of any force
or effect. The City and First American Trust hereby remise, release and relieve each of the other
party and their respective successors and assigns of and from any and all rights, interests, duties,
liabilities and obligations relating to or arising out of the Development Agreement. The City
represents and warrants to First American Trust that the City is and remains the sole owner of the
rights, title, and interests of the City as set forth in the Development Agreement. First American
Trust represents and warrants to the City that First American Trust is the successor-in-interest to
RSC's rights, title, and interests in the Development Agreement. In addition, each of the City
and First American Trust represents and warrants to the other party that (a) it has not assigned
any claim for payment or right to any claim against the other party relating to or arising out of
the Development Agreement. and (b) it has the full right, power, and authority to execute this
Agreement.
2. Counterparts. This Agreement may be executed in multiple counterparts or by
email or facsimile transmissions, each of which shall be treated as an original of this Agreement
for all purposes, and all of which shall constitute one (1) agreement binding upon all of the
parties hereto, notwithstanding that all the parties are not signatory to the original or the same
counterpart or email or facsimile transmission. Each such counterpart or email or facsimile
transmission shall be admissible into evidence as an original hereof against the party who
executed it.
3. Successors and Assigns. The terms and conditions of this Agreement shall be
binding upon and shall inure to the benefit of the parties hereto and their respective successors
and assigns.
4. Entire Agreement. This Agreement contains the entire agreement between the
parties hereto with respect to the termination of the Development Agreement, and the terms of
this Agreement are contractual and not merely recitals. This Agreement shall not be altered,
amended, changed, waived, terminated or otherwise modified in any respect or particular, unless
the same shall be in writing and signed by or on behalf of the party to be charged. Time is of the
essence with respect to this Agreement and to the performance and satisfaction of its terms and
conditions.
The remainder of this page 2 is intentionally left blank;
The signatures of the parties are set forth on the following page 3.
A
2
DM 1\4550017.3
IN WITNESS WHEREOF, the parties have caused this Lease Termination Agreement to
be executed as of the date first set forth above.
THE CITY OF ELGIN, ILLINOIS, an Illinois
municipal c oration
By:
Na e: David K in, ayor
By:
Name: imberly Dewis, City Clerk
FIRST AMERICAN BANK, not personally, but
solely as Trustee under Trust Agreement dated
August 19, 2009 and known as Trust No. 1-09-124
BY:
Vice President
ATTEST:
BY:
Vice President
3
DM 1445500173
IN WITNESS WHEREOF, the parties have caused this Lease Termination Agreement to
be executed as of the date first set forth above.
THE CITY OF ELGIN, ILLINOIS, an Illinois
municipal corporation
By:
Name: David Kaptain, Mayor
By:
Name: Kimberly Dewis, City Clerk
FIRST AMERICAN BANK, not personally, but
solely as Trustee under Trust Agreement dated
August 19, 2009 and known as Trust No. 1-09-124
BY:
n T. Matej k , Vice President
Vice President-Trus cer
ATTEST-
BY( C'` -
Rosanne M. DuPass , Vice President
Vice President-Trust Officer
3
DMl\4550017.3
STATE OF ILLINOIS )
) SS.
COUNTY OF KANE )
I,biil ���; G , '�: , a notary public in and for said County, in the
State aforesaid, DO HEREBY CERTIFY that David Kaptain, in his capacity as Mayor, and
Kimberly Dewis, in her capacity as City Clerk, of THE CITY OF ELGIN, ILLINOIS, an
Illinois municipal corporation, and personally known to me to be the same persons whose names
are subscribed to the foregoing instrument, appeared before me this day in person and
acknowledged that they signed and delivered the said instrument, as their free and voluntary act,
and as the free and voluntary act of said corporation, for the uses and purposes therein set forth.
GIVEN under my hand and seal this day of August, 2014.
"OFFICIAL SEAL"
BARBARA E.FURMAN NOTARY PUBLIC
NotAry Public,State of Illinois
MY Commission Expires 08/06/15 Commission Expires
STATE OF ILLINOIS }
COUNTY OF COOK ) SS.
1, the undersigned, a Notary Public in and for said County, in the state aforesaid, DO HEREBY
CERTIFY, THAT of the First American Bank and of
said Bank, personally known to me to be the same persons whose names are subscribed to the foregoing
instrument as such Vice President and Vice President respectively, appeared before me this day in person
and acknowledged that they signed and delivered the said instrument as their own free and voluntary act
of said Bank, for the uses and purposes therein set forth; and the said Vice President did also then and
there acknowledge that said Vice President as custodian of the corporate seal of said Bank, did affix the
said corporate seal of said Bank to said instrument as said Vice President's own free and voluntary act,
and as the free and voluntary act of said Bank,for the uses and purposes therein set forth.
Given under my hand and Notarial Seal this day of August,2014.
Notary Public
4
DM 1\4550017.3
STATE OF ILLINOIS )
) SS.
COUNTY OF KANE )
I, , a notary public in and for said County, in the
State aforesaid, DO HEREBY CERTIFY that David Kaptain, in his capacity as Mayor, and
Kimberly Dewis, in her capacity as City Clerk, of THE CITY OF ELGIN, ILLINOIS, an
Illinois municipal corporation, and personally known to me to be the same persons whose names
are subscribed to the foregoing instrument, appeared before me this day in person and
acknowledged that they signed and delivered the said instrument, as their free and voluntary act,
and as the free and voluntary act of said corporation, for the uses and purposes therein set forth.
GIVEN under my hand and seal this day of August, 2014.
NOTARY PUBLIC
Commission Expires
STATE OF ILLINOIS )
COUNTY OF I,P+06 ) SS.
I, the undersigned, NN�� lic in and for said County, in the state aforesaid, DO HEREBY
CERTIFY, THAT Joe esident-Trust Oificerof the First American Bank and Rosanne Du ass rof
said Bank, personally known to me to be the same persons whose names are subscribed to the foregoing
instrument as such Vice President and Vice President respectively, appeared before me this day in person
and acknowledged that they signed and delivered the said instrument as their own free and voluntary act
of said Bank, for the uses and purposes therein set forth; and the said Vice President did also then and
there acknowledge that said Vice President as custodian of the corporate seal of said Bank, did affix the
said corporate seal of said Bank to said instrument as said Vice P e act,
and as the free and voluntary act of said Bank, for the uses and pu ses therdfiRelAb 31�AL
ILENE SI KAYE
My h d and Notarial Seal this�day of August, 2 14NOTARY PUBIC ''a'E S ILLINOIS
MY COMMISSION EXPIRES 01/28/15
Notary Public
4
DM 1\4550017.3
Exhibit"A"
Lezal Description of Land
PARCEL ONE:
LOTS 1, 2, 3, 4, 5 AND 6 AND PART OF LOT 10 OF B. W. RAYMOND'S SUBDIVISION
OF LOTS 1, 3, 4 AND 5 OF BLOCK 21 OF THE ORIGINAL TOWN OF ELGIN, ON THE
EAST SIDE OF FOX RIVER; LOTS 1, 2 AND PART OF LOT 3 OF MCOSKER'S
SUBDIVISION OF LOTS 7, 8, 9, 10 AND 101/2 OF B. W. RAYMOND'S SUBDIVISION OF
LOT 1 IN BLOCK 21 OF THE ORIGINAL TOWN OF ELGIN, AND THAT PORTION OF
LAND LYING BETWEEN LOT 9 AND FOX RIVER; ALSO PART OF THE VACATED
ALLEY LYING ON THE SOUTHERLY PORTION OF SAID MCOSKER'S SUBDIVISION;
ALSO PART OF LOT 2 IN BLOCK 21 OF THE ORIGINAL TOWN OF ELGIN, ON THE
EAST SIDE OF FOX RIVER; ALL OF THE FORGOING BEING DESCRIBED AS A TRACT
AS FOLLOWS: BEGINNING AT A POINT IN THE SOUTHERLY LINE OF THE
NORTHERLY 22 FEET OF LOT 2 IN BLOCK 21 AFORESAID, 95 FEET
SOUTHWESTERLY, MEASURED ALONG SAID SOUTHERLY LINE, FROM THE
WESTERLY LINE EXTENDED OF LOT 4 OF B. W. RAYMOND'S SUBDIVISION;
THENCE NORTHWESTERLY PARALLEL WITH SAID WESTERLY LINE EXTENDED OF
SAID LOT 4 A DISTANCE OF 42 FEET; THENCE NORTHWESTERLY TO A POINT ON
THE WESTERLY LINE OF LOT 2 OF MCOSKER'S SUBDIVISION 105 FEET
NORTHWESTERLY FROM THE SOUTHWESTERLY CORNER THEREOF; THENCE
NORTHWESTERLY ALONG THE WESTERLY LINE OF LOT 2 OF MCOSKER'S
SUBDIVISION TO THE NORTHWESTERLY CORNER THEREOF AND THE SOUTH LINE
OF CHICAGO STREET; THENCE EAST ALONG SAID SOUTH LINE OF CHICAGO
STREET TO THE WESTERLY LINE OF GROVE AVENUE; THENCE SOUTHEASTERLY
ALONG SAID WESTERLY LINE OF GROVE AVENUE TO THE SOUTHEAST CORNER
OF LOT 2 IN BLOCK 21 AFORESAID; THENCE WESTERLY ALONG THE SOUTHERLY
LINE OF SAID LOT 2 TO THE EASTERLY LINE OF RIVERSIDE AVENUE; THENCE
NORTHERLY ALONG SAID EASTERLY LINE TO THE POINT OF BEGINNING, IN THE
CITY OF ELGIN, KANE COUNTY, ILLINOIS.
PARCEL TWO:
LOT I 1 AND THAT PART OF LOT 28 LYING EASTERLY OF THE EASTERLY LINE OF
RIVERSIDE AVENUE AND THAT PART OF THE VACATED ALLEY LYING BETWEEN
SAID LOTS 11 AND 28, ALL IN B. W. RAYMOND'S SUBDIVISION OF LOTS 1, 3, 4 AND
5 OF BLOCK 21 OF THE ORIGINAL TOWN OF ELGIN, ON THE EAST SIDE OF FOX
RIVER, IN THE CITY OF ELGIN, KANE COUNTY, ILLINOIS.
PARCEL THREE:
THAT PART OF LOTS 12 AND 27 IN B. W. RAYMOND'S SUBDIVISION OF LOTS 1, 3, 4
AND 5 IN BLOCK 21 OF THE ORIGINAL TOWN OF ELGIN, ON THE EAST SIDE OF
5
DM 1 W 550017.3
FOX RIVER, AND THE VACATED ALLEY LYING BETWEEN SAID LOTS 12 AND 27,
LYING BETWEEN THE WESTERLY LINE OF SOUTH GROVE AVENUE, AND THE
EASTERLY LINE OF RIVERSIDE AVENUE, IN THE CITY OF ELGIN, KANE COUNTY,
ILLINOIS.
PARCEL FOUR:
LOTS 13, 14, 15, 16, 23, 24, 25 AND 26 AND THE VACATED 20 FOOT ALLEY
ADJOINING SAID LOTS IN B. W. RAYMOND'S SUBDIVISION OF LOTS 1, 3,4 AND 5 IN
BLOCK 21, OF THE ORIGINAL TOWN OF ELGIN, ON THE EAST SIDE OF FOX RIVER,
IN THE CITY OF ELGIN, KANE COUNTY, ILLINOIS.
PARCEL FIVE:
LOTS 17, 18, 21 AND 22 (EXCEPT THAT PART OF SAID LOTS, IF ANY, FALLING
WITHIN RIVERSIDE AVENUE) OF B. W. RAYMOND'S SUBDIVISION OF LOTS 1, 3, 4
AND 5 IN BLOCK 21 OF THE ORIGINAL TOWN OF ELGIN, ON THE EAST SIDE OF
FOX RIVER IN THE EAST FRACTION OF SOUTHEAST 1/4 OF SECTION 14, TOWNSHIP
41 NORTH, RANGE 8 EAST OF THE THIRD PRINCIPAL MERIDIAN; ALSO, ALL THAT
PART OF AN ALLEY 20 FEET WIDE (NOW VACATED) IN SAID SUBDIVISION, WHICH
LIES BETWEEN SAID LOTS 21 AND 22, AND SAID LOTS 17 AND 18 AND SOUTH OF
THE NORTH LINE OF SAID LOTS AND NORTH OF THE SOUTH LINE OF SAID LOTS
EXTENDED ACROSS SAID ALLEY, ALL IN THE CITY OF ELGIN, KANE COUNTY,
ILLINOIS.
PARCEL SIX:
LOTS 19 AND 20 AND THE VACATED 20 FOOT ALLEY LYING BETWEEN SAID LOTS
IN B. W. RAYMOND'S SUBDIVISION OF LOTS 1, 3, 4 AND 5 IN BLOCK 21 OF THE
ORIGINAL TOWN OF ELGIN, ON THE EAST SIDE OF FOX RIVER, (EXCEPT THAT
PART LYING WEST OF THE EASTERLY LINE OF RIVERSIDE AVENUE AS
ESTABLISHED BY PLAT RECORDED SEPTEMBER 22, 1885 IN BOOK 7, PAGE 13), IN
THE CITY OF ELGIN, KANE COUNTY, ILLINOIS.
PARCEL SEVEN:
THAT PART OF LOTS "A", "B", "C", "D", "E" AND "F" LYING EASTERLY OF THE
EASTERLY LINE OF RIVERSIDE AVENUE IN HARVEY AND AMICK'S SUBDIVISION
OF LOT 6 AND 7 IN BLOCK 21 OF JAMES T. GIFFORD'S PLAT OF ELGIN, ACCORDING
TO THE PLAT OF SAID HARVEY AND AMICK'S SUBDIVISION RECORDED APRIL 17,
1866 IN BOOK 2 OF MAPS, PAGE 139 1/2, IN THE CITY OF ELGIN, KANE COUNTY,
ILLINOIS.
6
DMl\4550017.3
PARCEL EIGHT:
THAT PART OF THE NORTHERLY 22 FEET OF LOT 8 LYING EASTERLY OF THE
EASTERLY LINE OF RIVERSIDE AVENUE, IN BLOCK 21 OF THE ORIGINAL TOWN
OF ELGIN, AS LAID OUT BY JAMES T GIFFORD, IN THE CITY OF ELGIN, KANE
COUNTY, ILLINOIS.
PARCEL NINE:
18 FOOT WIDE ALLEY NOW KNOWN AS "FOUNTAIN SQUARE WAY" LYING
BETWEEN SOUTHWESTERLY LINE OF GROVE AVENUE AND NORTHEASTERLY
LINE OF RIVERSIDE AVENUE AS ESTABLISHED BY PLAT RECORDED SEPTEMBER
22, 1885 IN BOOK 7, PAGE 13 IN B.W, RAYMOND'S SUBDIVISION OF LOTS 1, 3, 4 AND
5 IN BLOCK 21 OF THE ORIGINAL TOWN OF ELGIN, ON THE EAST SIDE OF FOX
RIVER IN EAST HALF OF SOUTHEAST QUARTER OF SECTION 14, TOWNSHIP 41
NORTH, RANGE 8 EAST OF THE THIRD PRINCIPAL MERIDIAN, IN THE CITY OF
ELGIN, KANE COUNTY, ILLINOIS.
PARCEL TEN:
THAT PART OF RIVERSIDE AVENUE IN THE EAST HALF OF THE SOUTHEAST
QUARTER OF SECTION 14, TOWNSHIP 41 NORTH, RANGE 8 EAST OF THE THIRD
PRINCIPAL MERIDIAN, IN THE CITY OF ELGIN, KANE COUNTY, ILLINOIS,
DESCRIBED AS FOLLOWS:
BEGINNING AT THE SOUTHWESTERLY CORNER OF LOT 20 IN B.W RAYMOND'S
SUBDIVISION OF LOTS 1, 3, 4, AND 5 IN BLOCK 21 OF THE ORIGINAL TOWN OF
ELGIN, ON THE EAST SIDE OF FOX RIVER; THENCE ON AN ASSUMED BEARING OF
NORTH 32 DEGREES 47 MINUTES 16 SECONDS WEST, 225.78 FEET ALONG THE
NORTHEASTERLY RIGHT-OF-WAY OF RIVERSIDE AVENUE; THENCE CONTINUING
ALONG SAID RIGHT-OF-WAY THE FOLLOWING FOUR COURSES: NORTH 56
DEGREES 31 MINUTES 00 SECONDS EAST, 5.27 FEET; THENCE NORTH 33 DEGREES
29 MINUTES 00 SECONDS WEST, 42.00 FEET; THENCE NORTH 27 DEGREES 23
MINUTES 16 SECONDS WEST, 103.59 FEET; THENCE NORTH 33 DEGREES 29
MINUTES 00 SECONDS WEST, 23.16 FEET; THENCE SOUTH 66 DEGREES 09 MINUTES
03 SECONDS WEST, 1.72 FEET ALONG THE SOUTHWESTERLY EXTENSION OF THE
SOUTHERLY LINE OF CHICAGO STREET; THENCE SOUTH 25 DEGREES 19 MINUTES
30 SECONDS EAST, 128.97 FEET TO A LINE 184.00 FEET SOUTHWESTERLY OF AND
PARALLEL WITH THE SOUTHWESTERLY LINE OF SOUTH GROVE AVENUE;
THENCE SOUTH 33 DEGREES 29 MINUTES 00 SECONDS EAST, 266.55 FEET ALONG
SAID PARALLEL LINE TO THE SOUTHWESTERLY EXTENSION OF THE
SOUTHEASTERLY LINE OF SAID LOT 20; THENCE NORTH 56 DEGREES 29 MINUTES
29 SECONDS EAST, 1.00 FEET ALONG SAID EXTENSION OF THE POINT OF
BEGINNING.
7
DM I\4550017.3
EXHIBIT E
(Form of Second Amendment to
Fountain Square on the River
Easement and Operating Agreement)
19
DM 114555604.5
This Instrument Prepared By,
and After Recording,Please Return To:
David B. Yelin, Esq.
Duane Morris LLP
190 South LaSalle, Suite 3700
Chicago, IL 60603
This space reserved or Recorder's use only.
SECOND AMENDMENT TO
FOUNTAIN SQUARE ON THE RIVER
EASEMENT AND OPERATING AGREEMENT
This Second Amendment to Fountain Square on the River Easement and Operating
Agreement (this "Amendment") is made as of this 14th day of August, 2014 by and among
FOUNTAIN SQUARE ON THE RIVER COMMERCIAL CONDOMINIUM ASSOCIATION,
LTD., an Illinois not-for-profit corporation (the "Commercial Condo Association"), FOUNTAIN
SQUARE ON THE RIVER CONDOMINIUM ASSOCIATION, LTD., an Illinois not-for-profit
corporation (the "Residential Condo Association"), THE CITY OF ELGIN, an Illinois home rule
municipality (the "City"), and First American Bank, an Illinois banking corporation, not
personally but solely as Trustee under Trust Agreement dated August 19, 2009 and known as
Trust No. 1-09-124 (successor-in-interest to RSC-Elgin, LLC, an Illinois limited liability
company) (the "Trust").
RECITALS:
A. The Commercial Condo Association, the Residential Condo Association and the
City are parties to that certain Fountain Square on the River Easement and Operating Agreement
dated as of October 18, 2007 and recorded in the Office of the Recorder of Deeds of Kane
County, Illinois (the "Recorder's Office") on October 19, 2007 as Document No. 2007K106256,
as amended by that certain First Amendment to Fountain Square on the River Easement and
Operating Agreement recorded on October 19, 2007 as Document Number 2007KI06256 (as so
amended, the "EOA") relating to the commercial parcel of real estate legally described on
Exhibit "A" and the condominium parcel of real estate legally described on Exhibit `B", both
attached hereto and made a part hereof. The Commercial Condo Association was incorrectly
described in the EOA as "Fountain Square on the River Commercial Condominium Association,
Inc." because of a scrivener's error. Pursuant to the EOA, the parties entered into certain
agreements relating to the Commercial Parcel, the Condominium Parcel and the Public Parking
Garage Parcel (as all such terms are defined in the EOA), located in the City of Elgin, County of
Kane, Illinois.
B. The Residential Condo Association executed the EOA on behalf of the
Condominium Unit Owners (in their capacity as the owners of the Condominium Parcel)
pursuant to the terms of that certain Declaration of Condominium for Fountain Square on the
DM 1\4731516.4
River Condominiums dated as of October 18, 2007 and recorded in the Recorder's Office on
October 19, 2007 as Document No. 2007K106255 (the "Declaration of Condominium").
C. Pursuant to Section 5(e) of the Declaration of Condominium, each Condominium
Unit Owner, by acceptance of a deed to a Condominium Unit, covenants and agrees that the
obligations of the EOA which are imposed on the Condominium Unit Owners shall be the
obligation of the Condominium Unit Owners collectively and each Condominium Unit Owner
agrees that the Residential Condo Association may perform the obligations on behalf of the
Condominium Unit Owners collectively. Section 21.13 of the EOA provides that all obligations
of the Condominium Property Owner under the EOA shall be the obligations jointly and
severally of both the Residential Condo Association and the Condominium Unit Owners
collectively so long as the Condominium Property is subject to the Condominium Act.
D. Section 5(e) of the Declaration of Condominium permits the Residential Condo
Association to amend the EOA on behalf of the Condominium Unit Owners.
E. The Trust, as successor to RSC-Elgin, LLC, is the current owner of the
Commercial Parcel (as described on Exhibit A, attached hereto and made a part hereof) and the
Condominium Parcel, other than Condominium Units sold to Condominium Unit Owners.
F. The City is the current owner of the Public Parking Garage Parcel, which is
referred to as "City Parking Unit P-1" in the Condominium Declaration.
G. The parties hereto desire to amend the EOA (and the exhibits attached thereto) to
delete any and all references to the "Phase II" property and any proposed improvements to be
constructed thereon, as set forth herein.
Now, therefore, in consideration of the foregoing Recitals, and for good and lawful
consideration, the receipt and sufficiency of which are hereby acknowledged and agreed, the
parties, intending to be legally bound, hereby agree as follows:
1. Incorporation of Recitals and Exhibits; Capitalized Terms. The foregoing
Recitals and the Exhibits attached hereto are incorporated into this Amendment and made a part
hereof. Capitalized terms used but not otherwise defined herein shall have the meanings given to
such terms in the EOA.
2. Commercial Parcel Exhibit A attached to the EOA is deleted in its entirety and
replaced with Exhibit A-1 attached hereto. All references in the EOA to Exhibit A shall mean
and refer to Exhibit A-1 attached hereto.
3. Amendments to the EOA. The term "Project Site" as defined and used anywhere
in the EOA (including the exhibits attached thereto) is amended by deleting therefrom any
references to the Phase II property and any references to the proposed improvements to be
constructed on the Phase II property. Further, the term "Project Site" as used in the EOA (and in
the exhibits attached thereto) is amended by deleting therefrom any references to the Phase II
property and any proposed improvements to be constructed thereon, it being the intention that
the application and effect of the EOA be limited to the Phase I condominium property. In
furtherance of the foregoing, the following provisions of the EOA are amended as follows:
2
DM 1\4731516.4
a. Recital G of the EOA, consisting of two grammatical paragraphs, is
deleted and the following new Recital G is substituted in its place:
"G. The Project Site is comprised of one mid-rise building with 93
residential condominium units, with 114 parking units, 6 of which are
allocated for motorcycle use. In addition, 25 parking spaces have been
conveyed to the Public Parking Garage Property Owner. This Agreement
(and its accompanying exhibits) is designed to grant easements and govern
the interplay between the Commercial Property Owner, the Condominium
Property Owner and the Public Parking Garage Property Owner pertaining
to the Project."
b. The reference to "both Phase I and Phase II" in the definition of the "Site
Plan" in Recital H is hereby deleted without replacement.
C. The definition of"PUBLIC PARKING GARAGE PARCEL" in Article
1 deleted in its entirety and replaced with the following:
PUBLIC PARKING GARAGE PARCEL - As defined in Recital D and
as legally described in Exhibit C. The Public Parking Garage Parcel is
also referred to as City Parking Unit P-1 (the "City Parking Unit") in the
Condominium Declaration.
d. The following portion of paragraph (B) of Section 5.3 ("Construction of
Additional Support") is hereby deleted without replacement therefor:
"and thereafter shall jointly pursue any applicable and legitimate claim
against the developer of the property RSC-Elgin, LLC an Illinois limited
liability company or such other responsible party for the costs and
expenses for substitute or additional structural support."
e. The second grammatical paragraph of Section 21.4 ("Amendments to
Agreement") is deleted in its entirety without replacement therefor.
f. The Owners confirm and agree that all easements and rights granted in
Article 23 of the EOA (being temporary construction easements) have terminated, are
released and of no further force and effect.
4. Ratification. As expressly modified hereby, the EOA is ratified and confirmed by
the parties hereto and shall continue in full force and effect. The Trust acknowledges and agrees
that it is the current owner of the Commercial Parcel and the Condominium Parcel (other than
Condominium Units sold to Condominium Unit Owners) and that, for purposes of the EOA, the
Trust shall be deemed to be the Commercial Property Owner under the EOA. The City
acknowledges and agrees that it is the current owner of the Public Parking Garage Parcel, the
City shall be deemed to be the Public Parking Garage Property Owner for all purposes under the
EOA. The Trust, the City and the Residential Condo Association (on behalf of the
Condominium Unit Owners) agree that the EOA (as amended hereby) is in full force and effect
and that they shall be bound by the terms of the EOA (as amended hereby).
3
DM l\4731516.4
5. Conflict. In the event of any conflict or inconsistency between the terms of the
EOA and this Amendment, the terms of this Amendment shall control to resolve such conflict or
inconsistency.
6. Governing Law. This Amendment shall be governed by and construed in
accordance with the internal laws of the State of Illinois.
7. Recording. This Amendment shall be recorded in the Recorder's Office.
8. Bindin Effect.ffect. The easements, covenants and restrictions created under the EOA
(as amended hereby) shall be binding upon and inure to the benefit of all parties having or
acquiring any right, title or interest in or to any portion of, or interest or estate in, the Property,
and each of the foregoing shall run with the land.
9. Trustee Exculpation. It is expressly understood and agreed by and between the
parties hereto, anything herein to the contrary notwithstanding, that each and all of the
warranties, indemnities, representations, covenants, undertakings and agreements herein made on
the part of the Trustee, while in form purporting to be the warranties, indemnities,
representations, covenants, undertakings and agreements of First American Bank as said Trustee,
are nevertheless each and every one of them, made and intended not as personal warranties,
indemnities, representations, covenants, undertakings and agreements by First American Bank or
any of its directors, officers, employees, or shareholders or for the purpose or with the intention
of binding First American Bank or any of its directors, officers, employees, or shareholders
personally but are made and intended for the purpose of binding only that portion of the trust
property specifically described herein, and this instrument is executed and delivered by First
American Bank not in its own right, but solely in the exercise of the powers conferred upon it as
such Trustee, and no personal liability or personal responsibility is assumed by nor shall at any
time be asserted or enforceable by any person against First American Bank or any of its
directors, officers, employees, or shareholders on account of this instrument or on account of any
warranty, indemnity, representation, covenant, undertaking or agreement of the Trustee in this
instrument, all such personal liability, if any, being expressly waived and released and any
recovery therefor being limited to the property hereby conveyed and the enforcement of
remedies under the documents and instruments creating, securing, or otherwise governing the
obligations secured by this instrument.
10. Counterparts. This Agreement may be executed in multiple counterparts or by
email or facsimile transmissions, each of which shall be treated as an original of this Agreement
for all purposes, and all of which shall constitute one (1) agreement binding upon all of the
parties hereto, notwithstanding that all the parties are not signatory to the original or the same
counterpart or email or facsimile transmission. Each such counterpart or email or facsimile
transmission shall be admissible into evidence as an original hereof against the party who
executed it.
11. Miscellaneous. The provisions of this Amendment shall bind and inure to the
benefit of the parties hereto and their respective successors and assigns. The section and
paragraph headings are for convenience only and shall not be considered a part of the
Amendment.
4
DM 1\4731516.4
In Witness Whereof, the parties have executed this Second Amendment to Fountain
Square on the River Easement and Operating Agreement as of the date set forth above.
COMMERCIAL CONDO ASSOCIATION:
FOUNTAIN SQUARE ON THE RIVER COMMERCIAL
CONDOMINIUM ASSOCIATION, LTD., an Illinois not-
for-profit co oration
By:
Name: J04M. Lee
Title: Auffiorized Officer
STATE OF ILLINOIS )
ss.
COUNTY OF COOK )
I, , a Notary Public in and for the County and State aforesaid,
do her; certify that John M. Lee, an Authorized Officer of Fountain Square on the River
Commercial Condominium Association, Ltd., an Illinois not-for-profit corporation, personally
known to me to be the same person whose name is subscribed to the foregoing First Amendment
to Fountain Square on the River Easement and Operating Agreement, appeared before me this
day in person and acknowledged that he signed and delivered the First Amendment to Fountain
Square on the River Easement and Operating Agreement as his own free and voluntary act, and
as the free and voluntary act of the corporation, for itself for the uses and purposes set forth
therein.
GIVEN, under my hand and notarial seal this T day of August, 2014
o ry Public
y Commission Expires:
OFFICIAL SEAL
JAMES M BERTON
NOTARY PUBLIC
-STATE OF ILLINOIS
MY COMMISSION EXPIRES 10109116
Signatures Continued on Following Pages
DM 1\4731516.3
RESIDENTIAL CONDO ASSOCIATION:
FOUNTAIN SQUARE ON THE RIVER
CONDOMINIUM ASSOCIATION, LTD., an Illinois not-
for-profit corp ation
By:
Name: Jo . Lee
Title: Authorized Officer
STATE OF ILLINOIS )
ss.
COUNTY OF COOK )
eyc�ertify a Notary Public in and for the County and State aforesaid,
doh that John M. Lee, an Authorized Officer of Fountain Square on the River
Condominium Association, Ltd., an Illinois not-for-profit corporation, personally known to me
to be the same person whose name is subscribed to the foregoing First Amendment to Fountain
Square on the River Easement and Operating Agreement, appeared before me this day in person
and acknowledged that he signed and delivered the First Amendment to Fountain Square on the
River Easement and Operating Agreement as his own free and voluntary act, and as the free and
voluntary act of the corporation, for itself for the uses and purposes set forth therein.
GIVEN, under my hand and notarial seal this / / day of August, 2014
otary Public
My Commission Expires:
OFFICIAL SEAL
JAMES M BERTON
NOTARY PUBLIC-STATE OF ILLINOIS
MY COMMISSION EXPIRES 10!0906
Signatures Continued on Following Pages
6
DM 1\4731516.3
CITY:
CITY OF ELGIN, an Illinois home rule municipality
By.
Na . avid Kaptai
Title: M yo
Attest: 4 AL
Name: Kimberly Dewis
Title: City Clerk
STATE OF ILLINOIS )
ss.
COUNTY OF KANE -l)
1,?J&& J\ �, VUEZ(n�\`l a Notary Public in and for the County and State aforesaid,
do hereby certify that David Kaptain, as Mayor of the City of Elgin, an Illinois home rule
municipality, and Kimberly Dewis, as Clerk of the City of Elgin, Illinois, both personally known
to me to be the same persons whose names are subscribed to the foregoing First Amendment to
Fountain Square on the River Easement and Operating Agreement, appeared before me this day
in person and acknowledged that they signed and delivered the First Amendment to Fountain
Square on the River Easement and Operating Agreement as their own free and voluntary acts,
and as the free and voluntary act of the City of Elgin, Illinois, for itself for the uses and purposes
set forth therein.
GIVEN, under my hand and notarial seal this day of August, 2014
Notary Public
My Commission Expires: �0 -l�
"OFFICIAL SEA11t
BARBARA E.FURMAN
Notary Public,State of Illinois
My Commission Expired 05/08/15
Signatures Continued on Following Page
7
DM 1\4731516.4
TRUST:
First American =n4 Illinois banking corporation,
not personally bhS1tee under Trust Agreement
dated August 19, 2009 and known as Trust No.
1-09-124
By:
Vi _ rust officer , Vic Pres t
Attest:
Rosanne - — , Vice President
Vice
STATE OF ILLINOIS )
ss.
COUNTY OF I(-63 C )
1, the undersigned, a Notary Public in and for said County, in the state aforesaid, DO
HEREB CERTIFY, THA*hn t Metelcek of the First American Bank and
osenne .Du aet of sai ank, personally known to me to be the same persons whose
names are subscribed to the foregoing instrument as such Vice President and Vice President
respectively, appeared before me this day in person and acknowledged that they signed and
delivered the said instrument as their own free and voluntary act of said Bank, for the uses and
purposes therein set forth; and the said Vice President did also then and there acknowledge that
said Vice President as custodian of the corporate seal of said Bank, did affix the said corporate
seal of said Bank to said instrument as said Vice President's own free and voluntary act, and as
the free and voluntary act of said Bank, for the uses and``��pur''poses therein set forth.
GIVEN, under my hand notaria se 1 his I L(4day of August, 2014
Notary Public
My Commission Expires:
OFFICIAL SEAL
ILENE SI KAYE
NOTARY PUBLIC-STATE OF ILLINOIS
MY COMMISSION EXPIRES:01/28/15
8
DM M4731516.3\4731516.3
CONSENT OF MORTGAGEE
FIRST AMERICAN BANK, holder of that certain Construction Mortgage, Assignment
of Rents and Leases, Security Agreement and Fixture Financing Statement dated as of March 2,
2006 and recorded in the Recorder's Office on April 12, 2006 as Document No. 2006K039304,
as amended by that certain First Amendment to Loan Documents dated as of April 17, 2006 and
recorded in the Recorder's Office on May 11, 2006 as Document No. 2006K050615, hereby
consents to the execution and recording of the attached Second Amendment to Fountain Square
on the River Easement and Operating Agreement.
IN WITNESS WHEREOF, the undersigned has caused this Consent to be signed by its
duly authorized officers on its behalf this day of August,2014.
FIRST AMERICAN BANK, an Illinois banking
corporati n
By:
N e: John Olsen
Titl : Executive Vice President
STATE OF ILLINOIS )
't,v PA ss.
COUNTY OF COOK )
n 1
I,—! LU.,t� T �O�a Notary Public in and for the County and State aforesaid,
do hereby certify that John Olsen, as Executive Vice President of First American Bank, an
Illinois banking corporation, personally known to me to be the same person whose name is
subscribed to the foregoing Consent of Mortgagee to First Amendment to Fountain Square on the
River Easement and Operating Agreement, appeared before me this day in person and
acknowledged that he signed and delivered the Consent of Mortgagee to Second Amendment to
Fountain Square on the River Easement and Operating Agreement as his own free and voluntary
act, and as the free and voluntary act of the corporation, for itself for the uses and purposes set
forth therein..
GIVEN, under my hand and notarial seal this I,;L day of August, 2014
Y`
Notary Public
My Commission Expires:
OFFICIAL SEAL.
MARIA F CARDONE
9 NOTARY PUBLIC-STATE OF UAW
DMl\3731516.4 MY COMMISSION EVIRES.Wy1a
EXHIBIT A-1
RETAIL UNITS A & B OF FOUNTAIN SQUARE ON THE RIVER COMMERCIAL
CONDOMINIUMS, A PART OF THE EAST HALF OF THE SOUTHEAST QUARTER OF
SECTION 14, TOWNSHIP 41 NORTH, RANGE 8 EAST OF THE THIRD PRINCIPAL
MERIDIAN, IN THE CITY OF ELGIN, KANE COUNTY, ILLINOIS, DESCRIBED AS
FOLLOWS:
COMMENCING AT THE INTERSECTION OF THE WESTERLY LINE OF SOUTH GROVE
AVENUE WITH THE SOUTHERLY LINE OF THE NORTHERLY 22 FEET OF LOT 8,
AFORESAID, AND RUNNING THENCE NORTH 330-29'-00" WEST, 61.72 FEET, TO A
POINT; THENCE SOUTHWESTERLY, AT RIGHT ANGLES, 2.30 FEET, TO THE
INTERIOR WALL OF THE SPACE DESCRIBED HEREON, AND THE POINT OF
BEGINNING, THENCE CONTINUING SOUTHWESTERLY, ALONG SAID WALL LINE,
42.46 FEET; THENCE SOUTHEASTERLY, ALONG SAID WALL LINE, 12.59 FEET,
THENCE SOUTHWESTERLY, ALONG SAID WALL LINE, 1.21 FEET; THENCE
SOUTHEASTERLY, ALONG SAID WALL LINE. 7 03 FEET; THENCE
SOUTHWESTERLY, ALONG SAID WALL LINE, 1.41 FEET; THENCE
SOUTHEASTERLY, ALONG SAID WALL LINE, 6.60 FEET, THENCE
NORTHEASTERLY, ALONG SAID WALL LINE, 34.79 FEET; THENCE
NORTHWESTERLY, ALONG SAID WALL LINE, 7.00 FEET; THENCE
NORTHEASTERLY, ALONG SAID WALL LINE, 11.31 FEET, TO THE EASTERLY MOST
INTERIOR WALL; THENCE NORTHWESTERLY, FOLLOWING ALONG SAID WALL
LINE, 19.40 FEET, MORE OR LESS TO THE POINT OF BEGINNING, AND SAID SPACE
LYING BETWEEN THE CONCRETE FLOOR, ELEVATION 713.63, AND CONCRETE
CEILING, ELEVATION 726.68, ALL IN THE CITY OF ELGIN, KANE COUNTY ILLINOIS.
AND ALSO
COMMENCING AT THE INTERSECTION OF THE WESTERLY LINE OF SOUTH GROVE
AVENUE WITH THE SOUTHERLY LINE OF THE NORTHERLY 22 FEET OF LOT 8,
AFORESAID, AND RUNNING THENCE NORTH 330-29'-00" WEST, 138.27 FEET, TO A
POINT; THENCE SOUTHWESTERLY, AT RIGHT ANGLES, 2.02 FEET, TO THE
INTERIOR WALL OF THE SPACE DESCRIBED HEREON, AND THE POINT OF
BEGINNING, THENCE CONTINUING SOUTHWESTERLY, ALONG SAID WALL LINE,
2.00 FEET; THENCE NORTHWESTERLY, ALONG SAID WALL LINE. 1.83 FEET;
THENCE SOUTHWESTERLY, ALONG SAID WALL LINE, 7 05 FEET; THENCE
SOUTHEASTERLY, ALONG SAID WALL LINE, 15.43 FEET; THENCE
SOUTHWESTERLY, ALONG SAID WALL LINE, 0.87 FEET; THENCE
NORTHWESTERLY, ALONG SAID WALL LINE, 5.24 FEET; THENCE
SOUTHWESTERLY, ALONG SAID WALL LINE, 20.24 FEET, THENCE
NORTHWESTERLY, ALONG SAID WALL LINE, 0.13 FEET; THENCE
SOUTHWESTERLY, ALONG SAID WALL LINE, 5.00 FEET, THENCE
NORTHWESTERLY, ALONG SAID WALL LINE, 5.24 FEET, THENCE
SOUTHWESTERLY, ALONG SAID WALL LINE, 5.57 FEET, THENCE
NORTHWESTERLY, ALONG SAID WALL LINE, 4 04 FEET, THENCE
SOUTHWESTERLY, ALONG SAID WALL LINE, 20.42 FEET; THENCE
10
DM1\4731516.4
SOUTHEASTERLY, ALONG SAID WALL LINE, 30.70 FEET; THENCE
NORTHEASTERLY, ALONG SAID WALL LINE, 18.13 FEET; THENCE
NORTHWESTERLY, ALONG SAID WALL LINE, 0.57 FEET, THENCE
NORTHEASTERLY, ALONG SAID WALL LINE, 2.00 FEET; THENCE SOUTHEASTERLY
ALONG SAID WALL LINE, 2.03 FEET; THENCE SOUTHWESTERLY, ALONG SAID
WALL LINE, 2.00 FEET; THENCE NORTHWESTERLY ALONG SAID WALL LINE, 0.60
FEET, THENCE SOUTHWESTERLY, ALONG SAID WALL LINE, 18.25 FEET; THENCE
SOUTHEASTERLY, ALONG SAID WALL LINE, 23.40 FEET; THENCE EASTERLY,
ALONG SAID WALL LINE, 3.58 FEET, THENCE SOUTHEASTERLY, ALONG SAID
WALL LINE AND AS EXTENDED 15.94 FEET, THENCE NORTHEASTERLY, ALONG
SAID WALL LINE, 7.27 FEET; THENCE NORTHWESTERLY, ALONG SAID WALL LINE,
8.72 FEET, THENCE NORTHEASTERLY, ALONG SAID WALL LINE AND AS
EXTENDED 9 79 FEET; THENCE NORTHWESTERLY, ALONG SAID WALL LINE, 2.52
FEET; THENCE NORTHEASTERLY, ALONG SAID WALL LINE, 14.38 FEET; THENCE
SOUTHEASTERLY, ALONG SAID WALL LINE, 15.85 FEET; THENCE
NORTHEASTERLY, ALONG SAID WALL LINE. 17.98 FEET, THENCE
NORTHWESTERLY, ALONG SAID WALL LINE, 1.80 FEET; THENCE
NORTHEASTERLY, ALONG SAID WALL LINE, 9.18 FEET, TO THE EASTERLY MOST
INTERIOR WALL; THENCE NORTHWESTERLY FOLLOWING ALONG THE SAID
WALL LINE, 77.42 FEET, MORE OR LESS TO THE POINT OF BEGINNING, AND SAID
SPACE LYING BETWEEN THE CONCRETE FLOOR, ELEVATION 713.63, AND THE
CONCRETE CEILING, ELEVATION 726.57, ALL IN THE CITY OF ELGIN, KANE
COUNTY, ILLINOIS.
11
DM I\4731516.4
EXHIBIT F
(Form of First Amendment to Declaration of Condominium
for Fountain Square on the River Condominiums)
20
DM I\4555604.5
THIS DOCUMENT PREPARED
BY AND AFTER RECORDING
SHOULD BE RETURNED TO:
David B. Yelin, Esq.
Duane Morris LLP
190 South LaSalle Street, Suite 3700
Chicago, Illinois 60603
FIRST AMENDMENT TO
DECLARATION OF CONDOMINIUM
FOR
FOUNTAIN SQUARE ON THE RIVER CONDOMINIUMS
THIS FIRST AMENDMENT TO DECLARATION OF CONDOMINIUM
FOR FOUNTAIN SQUARE ON THE RIVER CONDOMINIUMS ("Amendment") is made
and entered into as of this 14th day of August, 2014, by FIRST AMERICAN BANK, not
individually or personally, but solely as Trustee under a Trust Agreement dated August 19, 2009
and known as Trust Number 1-09-124 (successor-in-interest to RSC-Elgin, LLC, an Illinois
limited liability company) (referred to herein as the "Declarant") and joined in by the City of
Elgin, Illinois, an Illinois municipal corporation (referred to herein as the "City").
WITNESSETH
WHEREAS, RSC-Elgin, LLC previously entered into that certain Declaration of
Condominium For The Fountain Square On The River Condominiums dated October 18, 2007
and recorded October 19, 2007 as Document No. 2007K106255 with the Kane County, Illinois
Recorder (the 'Declaration") relating to the real estate situated in Kane County, Illinois, and
legally described in Exhibit A attached hereto and made a part hereof by reference (the
"Property");
WHEREAS, RSC-Elgin, LLC assigned all of its rights under the Declaration to
Declarant by that certain Assignment of Declarant's Rights dated August 19, 2009 and recorded
August 21, 2009 as Document No. 2009KO64371 with the Kane County, Illinois Recorder;
WHEREAS, Declarant desires to amend the Declaration in accordance with the terms
and conditions set forth in this Amendment; and
WHEREAS, the City joins in the execution of this Amendment for purposes of
consenting to the terms of this Amendment which alter the rights granted to the City under the
Declaration.
NOW, THEREFORE, for Ten and No/100ths Dollars ($10.00) and other good and
valuable consideration, the receipt and sufficiency of which are hereby acknowledged, Declarant,
1
DM l\4549773.5
intending to be legally bound, hereby agrees as follows:
1. Recitals; Defined Terms. The foregoing recitals are acknowledged to be
accurate and are incorporated herein. All of the terms used in this Amendment which are not
otherwise defined herein shall have the meanings given to such terms in the Declaration.
2. City Parking Units. Section 10j) of the Declaration is hereby amended by
deleting the following language from the definition of the City Parking Units in Section 10j) of
the Declaration:
"[City Parking Unit P-2 shall be added at a later date during Phase II of the development and
which time an amendment to this Declaration shall be recorded.]"
3. Legal Description of the Units. Section 3(a) of the Declaration is hereby
amended by deleting the following language from Section 3(a) of the Declaration:
"(and with additional units to be added upon completion of Phase II)".
4. Declarant and Developer Easements—Roof. Section 5(h)(ii) of the Declaration
is hereby amended as follows:
a. by deleting the following language from subsection (e) in Section 5(h)(ii) of the
Declaration:
"and the City of Elgin."
b. by deleting the following language from the first sentence of the second
grammatical paragraph in 5(h)(ii) of the Declaration:
"and to the Corporation Counsel for the City of Elgin (or such other
designee)".
c. by deleting the third grammatical paragraph of Section 5(h)(ii):
"Notwithstanding anything to the contrary in this Declaration, any
amendment to the provisions of this Section and/or the subject matter
hereof shall require the advance written approval of the City Counsel of
the City of Elgin."
5. Rights of First Mortgagees. Subsection 9(f) of the Declaration is amended by
deleting the following phrase from subsection 9(f) of the Declaration:
"and approval by the City of Elgin"
6. Rights of the City of Elgin.
a. Section 10.01(a) (including clauses (i) through (vii) therein) of the Declaration is
2
DMl\4549773.5
hereby deleted in its entirety, without replacement therefor.
b. Section 10.01(b) (including clauses (i) through (vi) thereof) of the Declaration are
hereby deleted and replaced with the following:
"Unless the City of Elgin has given its prior written approval, by and through the
City Council of the City of Elgin, which approval shall not be unreasonably
withheld, conditioned, delayed or denied, neither the Association nor the Unit
Owners shall be entitled to adopt an amendment to this Declaration which: (1)
materially and adversely impacts the use and enjoyment by the general public of
the City Parking Unit P-1 or (2) materially and adversely impacts the property
rights of the City of Elgin in and to the City Parking Unit P-1."
7. Section 11 —Amendments and Special Amendments.
a. Subsection 11(a) of the Declaration is hereby amended by deleting the last
sentence of subsection 11(a) in its entirety, without replacement therefor.
b. Subsection II(b) is hereby amended by deleting the following clause (i) from
Subsection 11(b) of the Declaration:
(i) upon approval of the City of Elgin as may be required in
accordance with Section 10.01(b)(iii) above and as may otherwise be required by
this Declaration; and (ii)"
c. Section 11(c) is hereby amended by deleting the following clause (i) from
Subsection 11(c) of the Declaration:
": (i) the City of Elgin if required in accordance with Section 10.01(b)(iii) above
and as may otherwise be required by this Declaration, and (ii)"
8. Section 12 - Miscellaneous.
a. Subsection 12(f) is hereby amended by deleting the last sentence in Subsection
12(f) in its entirety.
b. Subsection 12(i) is hereby amended by deleting the third and fourth grammatical
paragraphs of Section 12(i).
c. Subsection 120) is hereby deleted in its entirety.
9. Counterparts. This Amendment may be separately executed in one or more
counterparts, all of which, when so executed, shall be deemed to constitute one and the same
Amendment.
10. Conflicting Terms. In the event of any conflict between the terms of the
Declaration and the terms of this Amendment, the terms of this Amendment shall govern and
3
DM l\4549773.5
prevail.
11. Ratification. Except to the extent expressly provided in this Amendment, all of
the terms of the Declaration shall remain in full force and effect.
The remainder of this page 4 is intentionally left blank;
Signatures of the parties appear on the following page 5
4
DM 141549773.5
IN WITNESS WHEREOF, Declarant caused this First Amendment to Declaration of
Condominium for Fountain Square on the River Condominiums to be executed as of the day and
year first above written.
FIRST AMERICAN BANK, not individually or
personally, but solely as Trustee under a Trust
Agreement dated August 19, 2009 and known
as Trust Number 1-09-124
13y. c_ >
ohn T.Matejcak V e President
V sl en -Trust
Attest:
Rosanne M.DuPass , Vice President
Ice president-Trugmfm6er
STATE OF ILLINOIS )
COUNTY OF
I, the undersigned, a No ta c in and for said County, the staff ,6Mi�I€� HEREBY
g John T.�atejuc� h'
CERTIFY, THAT ce� must tle First American Bank and Vice President-Trust Officer of
said Bank, personally n to me to be the same persons whose names are subscribed to the foregoing
instrument as such Vice President and Vice President respectively, appeared before me this day in person
and acknowledged that they signed and delivered the said instrument as their own free and voluntary act
of said Bank, for the uses and purposes therein set forth; and the said Vice President did also then and
there acknowledge that said Vice President as custodian of the corporate seal of said Bank, did affix the
said corporate seal of said Bank to said instrument as said Vice President's own free and voluntary act,
and as the free and voluntary act of said Bank, for the uses and purposes therein set forth.
Given under my hand and Notarial Seal this tLfik,day of August, 2014.
------------- ----------- S�.. (6�r
ary Public
OFFICIAL SEAL
ILENE SI KAYE
NOTARY PUBLIC-STATE OF ILLINOIS
MY COMMISSION EXPIRES:01/28115
5
DM 1\4549773.4
JOINDER:
The City of Elgin joins in the execution of the
above and foregoing First Amendment to
Declaration of Condominium for Fountain Square
on the River Condominiums
CITY OF GIN
L
By:
Name: vi n, a
By: -- && -
Name: Kimberly Dewis,City Clerk
6
DM 114549773.5
EXHIBIT A
LEGAL DESCRIPTION
FOUNTAIN SQUARE CONDOMINIUMS
THAT PART OF THE FOLLOWING DESCRIBED PROPERTY TAKEN AS A TRACT:
THAT PART OF LOTS"A", "W, "C", "D", "E"AND"F' LYING EASTERLY OF THE
EASTERLY LINE OF RIVERSIDE AVENUE IN HARVEY AND AMICK'S SUBDIVISION
OF LOTS 6 AND 7 IN BLOCK'21 OF JAMES T. GIFFORD'S PLAT OF ELGIN,
ACCORDING TO THE PLAT OF SAID HARVEY AND AMICK'S SUBDIVISION
RECORDED APRIL 17, 1866, IN BOOK 2 OF MAPS, PAGE 139-112, IN THE CITY OF
ELGIN, KANE COUNTY, ILLINOIS.
AND
THAT PART OF THE NORTHERLY 22 FEET OF LOT 8 LYING EASTERLY OF THE
EASTERLY LINE OF RIVERSIDE AVENUE IN BLOCK 21 OF THE ORIGINAL TOWN
OF ELGIN,AS LAID OUT BY JAMES T. GIFFORD, IN THE CITY OF ELGIN, KANE
COUNTY, ILLINOIS.
AND
LOTS 17, 18,21 AND 22 (EXCEPT THAT PART OF SAID LOTS, IF ANY, FALLING
WITHIN RIVERSIDE AVENUE)OF B.W. RAYMOND'S SUBDIVISION OF LOTS 1, 3. 4
AND 51N BLOCK 21 OF THE ORIGINAL TOWN OF ELGIN, ON THE EAST SIDE OF
FOX RIVER IN THE EAST FRACTION OF THE SOUTHEAST QUARTER OF
SECTION 14,TOWNSHIP 41 NORTH, RANGE 8 EAST OF THE THIRD PRINCIPAL
MERIDIAN; ALSO, ALL THAT PART OF AN ALLEY 20 FEET WIDE(NOW VACATED)
IN SAID SUBDIVISION, WHICH LIES BETWEEN SAID LOTS 21 AND 22 AND SAID
LOTS 17 AND 18 AND SOUTH OF THE NORTH LINE OF SAID LOTS AND NORTH
OF THE SOUTH LINE OF SAID LOTS EXTENDED ACROSS SAID ALLEY, ALL IN
THE CITY OF ELGIN, KANE COUNTY, ILLINOIS.
AND
LOTS 19 AND 20 AND THE VACATED 20- FOOT ALLEY LYING BETWEEN SAID
LOTS IN B.W. RAYMOND'S SUBDIVISION OF LOTS 1, 3, 4 AND 5 IN BLOCK 21 OF
THE ORIGINAL TOWN OF ELGIN, ON THE EAST SIDE OF FOX RIVER (EXCEPT
THAT PART LYING WEST OF THE EASTERLY LINE OF RIVERSIDE AVENUE,AS
ESTABLISHED BY PLAT RECORDED SEPTEMBER 22, 1885, IN BOOK 7, PAGE 13),
IN THE CITY OF ELGIN, KANE COUNTY, ILLINOIS.
AND
THAT PART OF THE 18- FOOT-WIDE ALLEY NOW KNOWN AS"FOUNTAIN
SQUARE WAY' LYING BETWEEN B.W. RAYMOND'S SUBDIVISION OF LOTS 1, 3, 4
AND 5 IN BLOCK 21 OF THE ORIGINAL TOWN OF ELGIN, ON THE EAST SIDE OF
FOX RIVER AND HARVEY.AND AMICK'S SUBDIVISION OF LOTS 6 AND 7 IN
BLOCK 21 OF JAMES T. GIFFORD'S PLAT OF ELGIN,ALL IN THE EAST HALF OF
THE SOUTHEAST QUARTER OF SECTION 14, TOWNSHIP 41 NORTH, RANGE 8
EAST OF THIRD PRINCIPAL MERIDIAN IN THE CITY OF ELGIN, KANE COUNTY,
ILLINOIS. DESCRIBED AS FOLLOWS:
BEGINNING AT THE NORTHEASTERLY CORNER OF LOT A OF SAID HARVEY AND
AMICK'S SUBDIVISION;THENCE ON AN ASSUMED BEARING OF SOUTH 560-29'-
29"WEST, 184.00 FEET ALONG THE NORTHWESTERLY LINE OF SAID LOT A TO
THE NORTHWESTERLY CORNER THEREOF; THENCE NORTH 330-29'-00"WEST,
18.00 FEET ALONG THE NORTHWESTERLY EXTENSION OF THE
SOUTHWESTERLY LINE OF SAID HARVEY AND AMICK'S SUBDIVISION TO THE
SOUTHWESTERLY EXTENSION OF THE SOUTHEASTERLY LINE OF SAID B.W.
RAYMOND'S SUBDIVISION; THENCE NORTH 560-29'-29" EAST, 184.00 FEET
ALONG SAID EXTENSION AND SAID SOUTHEASTERLY LINE TO THE
SOUTHEASTERLY CORNER OF SAID B.W. RAYMOND'S SUBDIVISION;THENCE
SOUTH 330-29'-00"EAST, 18.00 FEET ALONG THE SOUTHWESTERLY LINE OF
SOUTH GROVE AVENUE TO THE POINT OF BEGINNING.
AND
PART OF RIVERSIDE AVENUE VACATED BY DOCUMENT 2005KO35739
TRACT
BEGINNING AT THE INTERSECTION OF THE EASTERLY LINE OF RIVERSIDE
AVENUE WITH THE SOUTHERLY LINE OF THE AFORESAID NORTHERLY 22 FEET
OF LOT 8 AND RUNNING THENCE NORTH 33%%D-26'-44"WEST, MEASURED,
ALONG THE EASTERLY LINE OF RIVERSIDE AVENUE AND A PART OF VACATED
RIVERSIDE AVENUE, 220.72 FEET; THENCE NORTH 55%%D-59'-21" EAST,
PARALLEL WITH THE NORTH SIDE OF THE PARKING DECK OF FOUNTAIN
SQUARE ON THE RIVER CONDOMINIUMS, 125.35 FEET; THENCE SOUTH
34%%D-00'-39" EAST. 9.02 FEET; THENCE NORTH 55%%D-59'-21" EAST,25.92
FEET;THENCE SOUTH 33%%D-29'-55' EAST, 12.41 FEET; THENCE NORTH
56%%D-30'-05" EAST, 32.31 FEET,TO THE WESTERLY LINE OF SOUTH GROVE
AVENUE;THENCE SOUTH 33%%D-29'-00" EAST,ALONG SAID WESTERLY LINE,
200.77 FEET, TO THE INTERSECTION OF THE WESTERLY LINE OF SOUTH
GROVE AVENUE WITH THE SOUTHERLY LINE OF THE AFORESAID NORTHERLY
22 FEET OF LOT 8;THENCE SOUTH 56%%D-32'-31'WEST, ALONG SAID
SOUTHERLY LINE, 183.81 FEET, MORE OR LESS TO THE POINT OF BEGINNING
ALL IN THE CITY OF ELGIN, KANE COUNTY, ILLINOIS.
EXCEPTING THEREFROM
THAT PART OF THE PREVIOUSLY DESCRIBED PROPERTY TAKEN AS A TRACT:
COMMENCING AT THE INTERSECTION OF THE WESTERLY LINE OF SOUTH
GROVE AVENUE WITH THE SOUTHERLY LINE OF THE NORTHERLY 22 FEET OF
LOT 8,AFORESAID, AND RUNNING THENCE NORTH 33%%D-29-00"WEST, 51.72
FEET TO A POINT;THENCE SOUTHWESTERLY , AT RIGHT ANGLES, 2.30 FEET,
TO THE INTERIOR WALL OF THE SPACE DESCRIBED HEREON,AND THE POINT
OF BEGINNING; THENCE CONTINUING SOUTHWESTERLY,ALONG SAID WALL
LINE,42.45 FEET;THENCE SOUTEASTERLY, ALONG SAID WALL LINE, 12.59
FEET;THENCE SOUTHWESTERLY,ALONG SAID WALL LINE, 1.21 FEET; THENCE
SOUTHEASTERLY,ALONG SAID WALL LINE, 7.03 FEET; THENCE
SOUTHWESTERLY, ALONG SAID WALL LINE, 1,41 FEET; THENCE
SOUTHEASTERLY, ALONG SAID WALL LINE, 6.60 FEET; THENCE
NORTHEASTERLY,ALONG SAID WALL LINE, 34.79 FEET;THENCE
NORTHWESTERLY,ALONG SAID WALL LINE, 7.00 FEET; THENCE
NORTHEASTERLY, ALONG SAID WALL LINE, 11.31 FEET, TO THE EASTERLY
MOST INTERIOR WALL;THENCE NORTHWESTERLY, FOLLOWING ALONG SAID
WALL LINE, 19.40 FEET, MORE OR LESS TO THE POINT OF BEGINNING, AND
SAID SPACE LYING BETWEEN THE CONCRETE FLOOR, ELEVATION 713.63,AND
CONCRETE COUNG, ELEVATION 726.68,ALL IN THE CITY OF ELGIN, KANE
COUNTY ILLINOIS.
ALSO EXCEPTING
THAT PART OF THE PREVIOUS DESCRIBED PROPERTY TAKEN AS A TRACT:
COMMENCING AT THE INTERSECTION OF THE WESTERLY LINE OF SOUTH
GROVE AVENUE WITH THE SOUTHERLY LINE OF THE NORTHERLY 22 FEET OF
LOT 8, AFORESAID, AND RUNNING THENCE NORTH 33i%-D-29'-00" WEST,
138.27 FEET, TO A POINT; THENCE SOUTHWESTERLY, AT RIGHT ANGLES,
2.02 FEET, TO THE INTERIOR WALL OF THE SPACE DESCRIBED HEREON,
AND THE POINT OF BEGINNING; THENCE COTINUING SOUTHWESTERLY, ALONG
SAID WALL LINE, 2.00 FEET; THENCE NORTHWESTERLY, ALONG SAID WALL
LINE, 1.83 FEET; THENCE SOUTHWESTERLY, ALONG SAID WALL LINE, 7. 05
FEET; THENCE SOUTHEASTERLY, ALONG SAID WALL, LINE, 15.43 FEET;
THENCE SOUTHWESTERLY, ALONG SAID WALL LINE, 0.67 FEET; THENCE
NORTHWESTERLY, ALONG SAID WALL LINE, 5.24 FEET; THENCE
SOUTHWESTERLY, ALONG SAID WALL LINE, 20.24 FEET; THENCE
NORTHWESTERLY, ALONG SAID WALL LINE, 0.13 FEET; THENCE
SOUTHWESTERLY, ALONG SAID WALL LINE, 5.00 FEET; THENCE
NORTHWESTERLY, ALONG SAID WALL LINE, 5.24 FEET, THENCE
SOUTHWESTERLY, ALONG SAID WALL LINE, 5.57 FEET; THENCE
NORTHWESTERLY, ALONG SAID WALL LINE, 4 .04 FEET; THENCE
SOUTHWESTERLY, ALONG SAID WALL LINE, 20.42 FEET; THENCE
SOUTHEASTERLY, ALONG SAID WALL LINE, 30.70 FEET; THENCE
NORTHEASTERLY, ALONG SAID WALL LINE, 18.13 FEET;THENCE
NORTHWESTERLY, ALONG SAID WALL LINE, 0.57 FEET; THENCE
NORTHEASTERLY, ALONG SAID WALL LINE, 2.00 FEET; THENCE
SOUTHEASTERLY ALONG SAID WALL LINE, 2.03 FEET; THENCE
SOUTHWESTERLY, ALONG SAID WALL LINE, 2.00 FEET; THENCE
NORTHWESTERLY, ALONG SAID WALL LINE, 0.60 FEET, THENCE
SOUTHWESTERLY, ALONG SAID WALL LINE, 18.25 FEET; THENCE
SOUTHEASTERLY, ALONG SAID WALL LINE, 23.40 FEET; THENCE EASTERLY,
ALONG SAID WALL LINE, 3 .58 FEET; THENCE SOUTHEASTERLY, ALONG SAID
WALL LINE AND AS EXTENDED 15.94 FEET; THENCE NORTHEASTERLY, ALONG
SAID WALL LINE, 7.27 FEET; THENCE NORTHWESTERLY, ALONG SAID WALL
LINE, 6.72 FEET; THENCE NORTHEASTERLY, ALONG SAID WALL LINE AND
AS EXTENDED 9.79 FEET; THENCE NORTHWESTERLY, ALONG SAID WALL
LINE, 2.52 FEET; THENCE NORTHEASTERLY, ALONG SAID WALL LINE,
14.38 FEET; THENCE SOUTHEASTERLY, ALONG SAID WALL LINE, 15.85
FEET; THENCE NORTHEASTERLY; ALONG SAID WALL LINE, 17.98 FEET;
THENCE NORTHWESTERLY, ALONG SAID WALL LINE, 1.80 FEET; THENCE
NORTHEASTERLY, ALONG SAID WALL LINE, 9.18 FEET, TO THE EASTERLY
MOST INTERIOR WALL; THENCE NORTHWESTERLY FOLLOWING ALONG THE SAID
WALL LINE, 77.42 FEET, MORE OR LESS TO THE POINT OF BEGINNING,
AND SAID SPACE LYING BETWEEN THE CONCRETE FLOOR, ELEVATION
713 .63, AND THE CONCRETE CEILING, ELEVATION 726.57, ALL IN THE
CITY OF ELGIN, KANE COUNTY, ILLINOIS.
EXHIBIT G
(Form of Declaration of Covenants and Restrictions on Phase II Land)
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DM 1\4555604.5
This document prepared by
and return after recording to:
David B. Yelin, Esq.
Duane Morris LLP
190 South LaSalle Street, Suite 3700
Chicago, IL 60606-3433
DECLARATION OF
COVENANTS AND RESTRICTIONS
THIS DECLARATION OF COVENANTS AND RESTRICTIONS (this "Declaration")
is made as of this 14th of August, 2014 (the "Effective Date") by FIRST AMERICAN BANK,
not individually or personally, but solely as trustee under a Trust Agreement dated August 19,
2009 and known as Trust Number 1-09-124 ("Declarant").
RECITALS:
A. Declarant is the owner of (i) 58 condominium units established pursuant to the
Declaration of Condominium For The Fountain Square On The River Condominiums dated
October 18, 2007 and recorded October 19, 2007 in the Office of the Recorder of Kane County,
Illinois as Document No. 2007K106255, as the same may be amended, restated, modified or
supplemented (the "Declaration") relating to the eight-story mixed-use residential and
commercial building known as "Fountain Square on the River" located at 38-50 South Grove
Avenue, Elgin, Illinois, which property is legally described on Exhibit "A" attached hereto (the
"Improved Property") and (ii) certain vacant property located in the City of Elgin, Illinois
adjacent to the Improved Property, which vacant property is presently used by the City as a
parking lot and is legally described on Exhibit `B" hereto (the "Phase II Property").
B. Immediately following the execution and recording of this Declaration, pursuant
to that certain Trustee's Deed dated as of the Effective Date, Declarant is conveying the Phase II
Property to the City, subject to the terms of this Declaration.
C. Declarant intends that for so long as the Declarant or a successor or assign which is a
single entity or person that owns at least thirty one (3 1) Units (as defined in the Declaration) on the
Improved Property the Phase II Property be developed pursuant to this Declaration and Declarant
desires to establish for its own benefit, and for the benefit of a successor or assign to the Declarant
which is a single entity or person that owns at least thirty one (3 1) Units on the Improved Property
restrictions on the future development of the Phase II Property.
NOW, THEREFORE, Declarant hereby declares that the Phase H Property and any and
all parts thereof is and shall be owned, held, mortgaged, leased or otherwise encumbered,
transferred, assigned, sold, conveyed and accepted subject to this Declaration, and declares that
each of the following covenants and restrictions created hereunder shall exist at all times
hereafter amongst, and be binding upon all parties having or acquiring any right, title, or interest
DM 1\4546928.4
in or to any portion of, or interest or estate in, the Phase H Property and inure to the benefit of the
Declarant or a successor or assign of the Declarant that is a single entity or person owning at
least thirty one (3 1) Units on the Improved Property, and each of the foregoing shall run with the
land subject to this Declaration, for the Term of this Declaration.
ARTICLE I
DEFINITIONS
1.01. Intentionally Omitted.
1.02. "City" shall mean the City of Elgin, Illinois, its successors and assigns.
1.03. "City Council" shall mean the City Council of the City of Elgin,Illinois.
1.04. "Declarant" shall mean and refer to FIRST AMERICAN BANK, not individually
or personally,but solely as trustee under a Trust Agreement dated August 19, 2009 and known as
Trust Number 1-09-124 and its successors and assigns.
1.05. "Improved Property" shall have the meaning given to such term in Recital A above
and shall mean and refer to that certain real estate described in Exhibit "A" attached hereto and by
this reference made a part hereof.
1.06. "Occupant" shall mean any person legally entitled to occupy and use any part or
portion of a Tract(as hereinafter defined).
1.07. "Owner" shall mean and refer to the record owner, other than Declarant, whether
one or more persons or entities,of fee simple title to any Tract.
1.09. "Person" shall mean a natural person, firm, corporation, partnership or any legal
entity,public or private.
1.10. "Phase II Property" shall have the meaning given to such term in Recital A above
and shall mean and refer to that certain real estate described in Exhibit `B" attached hereto and by
this reference made a part hereof.
1.11. "Property" shall mean and refer to both the Improved Property and the Phase H
Property.
1.12. "Term " shall have the meaning set forth in Section 4.01 hereof..
1.13. "Trustee's Deed" shall mean the deed from Declarant conveying the Phrase H
Property to the City.
1.14. "Units" shall have the meaning given to such term in the Declaration.
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DM I\4546928.4
1.15. "Zoning Ordinance" shall mean the City of Elgin Zoning Ordinance provided for in
Title 19 of the Elgin Municipal Code, as amended from time to time.
ARTICLE II
PURPOSE
2.01. Purpose. The Phase II Property is hereby made subject to the following conditions,
covenants and restrictions, all of which shall be deemed to run with the Phase II Property for the
Term set forth herein, to ensure the proper use and appropriate development and improvement of
the Phase II Property for the purpose of preventing the development or use of the Phase II Property
for any use incompatible with the residential and commercial Units on the Improved Property.
ARTICLE III
RESTRICTIONS GOVERNING IMPROVEMENTS
3.01. Improvements Generally. No improvement shall be constructed or erected on any
portion of the Phase II Property unless it complies with the provisions of this Article III.
3.02. Prohibited Uses on the Phase II Property. The following uses otherwise allowed
under the CC 1 center city district zoning as a "permitted use", a "conditional use" or as a "similar
use" in the CC 1 center city district shall not be allowed or permitted as a principal use on the Phase
II Property during the Term of this Agreement:
Construction division:
Exterior contractors,equipment areas,except as a temporary use in conjunction with
construction activities on the property
Transportation,communication and utilities division:
Arrangement of transportation of freight and cargo
Bus charter service operators' offices(if such charter service permits buses to be
parked, loaded, services or used on the Phase II Property)
Intercity and rural bus transportation operators' offices (if such bus transportation
operators' offices permits buses to be parked,loaded, services or used on the Phase
II Property)
"Satellite dish antennas"
School bus operators' offices (if such school bus operators' offices permits buses to
be parked, loaded, services or used on the Phase II Property)
Taxicab operators' offices (if such taxicab operators' offices permits taxicabs to be
parked, loaded, services or used on the Phase II Property)
"Treatment,transmission, and distribution facilities: poles,wires,cables,conduits,
laterals,vaults, pipes,mains, and valves"
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DM I\4546928.4
Miscellaneous uses division:
Refuse transfer stations,whether or not completely enclosed)
Conditional Uses:
Services division:
Fortune tellers
Funeral service
Steam baths
Tattoo parlors
Turkish baths
Transportation,communication, and utilities division:
"Conditional commercial antenna tower"
Heliport
Pipelines,except natural gas
Public warehousing and storage
Railroad tracks
"Treatment,transmission, and distribution facilities: equipment,equipment
buildings,towers, exchanges, substations, and regulators"
Water transportation
ARTICLE N
MISCELLANEOUS SECTIONS
4.01. Term. This Declaration shall run for a term of thirty (30) years from the date this
Declaration is recorded, after which time it shall automatically terminate and be null and void and
the City of Elgin or its successors or assigns as to the Phase 11 Property shall have the right to
execute and record an instrument terminating this Declaration, provided, however, that at such time,
if any, as Declarant or a successor or assign which is a single entity or person owns less than thirty-
one (3 1) Units on the Improved Property, the City of Elgin or its successors or assigns with respect
to the Phase H Property shall have the right to execute and record an instrument terminating this
Declaration, and no authorization, consent, approval or joinder of Declarant shall be required for
such termination to be valid and effective, provided, however that such instrument of termination
shall contains the certification by the Mayor of the City that the Declarant or such a successor or
assign no longer owns at least thirty-one (3 1) Units within the Improved Property.
4.02. Enforcement. The covenants and restrictions of this Declaration shall run with the
land and be binding upon and inure to the benefit of Declarant, and a successor or assign which is a
single entity or person that owns at least thirty one (3 1) Units on the Improved Property. The
enforcement of the provisions of this Declaration shall be vested in Declarant so long as it owns at
least thirty-one (3 1) Units within the Improved Property. A breach of any of the provisions of this
Declaration shall give to the party entitled to enforce such provision the right to bring a proceeding
in law or in equity against the party or parties breaching or attempting to breach the Declaration and
4
DM 1\4546928.4
to enjoin such party or parties from so doing or to cause such breach to be remedied. A breach of
this Declaration relating to the use or maintenance of a Tract or part thereof is hereby declared to be
and constitute a nuisance and every public or private remedy allowed by law or equity for the
abatement of a public or private nuisance shall be available to remedy such breach. All remedies
provided under this Declaration including those at law or in equity shall be cumulative and not
exclusive. The failure of a party having a right to enforce this Declaration to so do shall not be
deemed a waiver of the right of any other party having such right nor a waiver to do so for a
subsequent breach or the right to enforce any other provision of this Declaration. No party having
the right to enforce this Declaration shall be liable for failure to enforce this Declaration.
4.03. Severability. If any of the covenants, conditions or terms of this Declaration shall be
found void or unenforceable for whatever reason by any court of law or of equity, then every other
covenant, condition or term herein set forth shall remain valid and binding provided that in such
event Declarant and all of the then Owners of the Property shall to the fullest extent possible modify
such covenant, condition or term to the extent required to carry out the general intention of this
Declaration and to impart validity to such covenant,condition or term.
4.04. Rule against Perpetuities. If and to the extent that any of the covenants herein would
otherwise be unlawful or void for violation of(a) the rule against perpetuities, (b) the rule restricting
restraints on alienation, or (c) any other applicable statute or common law rule analogous thereto or
otherwise imposing limitations upon the time for which such covenants may be valid, then the
provision concerned shall continue and endure only until the expiration of a period of twenty-one
(2 1) years after the death of the last to survive of the class of persons consisting of all of the lawful
descendants of George H. W. Bush,living at the date of this Declaration.
4.05. Notices. Any notices required to be sent under the provisions of this Declaration shall
be delivered by (i) U. S. mail, as by registered or certified mail, return receipt requested, postage
prepaid, or by nationally recognized overnight courier service such as FedEx or UPS. Notices
delivered by U.S. registered or certified mail, return receipt requested, postage prepaid shall be
deemed to have been received three (3) days after being deposited in the U.S. mail. Notices
delivered by nationally recognized overnight courier service such as FedEx or UPS shall be deemed
to have been received one (1) business day after being deposited with such overnight courier
service. All such notices shall be addressed as follows: (i) if to the Declarant, at 218 West Main
Street, Dundee, Illinois 60118, with a copy simultaneously delivered to Declarant c/o First
American Bank, 1650 Louis Avenue, Elk Grove, Illinois 60007, Attention: General Counsel; (ii)if
to a successor or assign that is a single entity or person that owns at least thirty one (3 1) Units in the
Improved Property, at the last known address of such person or entity; or (iii) if to the City of Elgin
at 150 Dexter Court, Elgin, Illinois 60120, Attention: City Manager, with a copy simultaneously
delivered to the City of Elgin at 150 Dexter Court, Elgin, Illinois 60120, Attention: Corporation
Counsel.
4.06. Binding Effect of Declaration. All the rights, covenants and restrictions herein
contained shall run with the land and shall inure to the benefit of Declarant and a successor or assign
that is a single entity or person that owns at least thirty one (3 1) Units on the Improved Property,
and shall be binding upon each subsequent holder of any interest in any portion of the Phase II
Property and their grantees, heirs, successors, personal representatives and assigns with the same
5
DM l\4546928.4
full force and effect for all purposes as though set forth at length in each and every conveyance of
the Property or any part thereof. Reference in the respective deeds of conveyance, or in any
mortgage or trust deed or other evidence of obligation, to the easements and covenants herein
described shall be sufficient to create and reserve such easements and covenants to the respective
grantees, mortgagees or trustees of such parcels as fully and completely as though said easements
and covenants were fully recited and set forth in their entirety in such documents.
4.07. Captions. The title, headings and captions which have been used throughout this
Declaration are for convenience only and are not to be used in construing this Declaration or any
part thereof.
4.08. Governing Law. This Declaration shall be construed and applied in accordance with
the laws of the State of Illinois.
(signatures on following page)
6
DM 1\4546928.4
IN WITNESS WHEREOF, the Declarant has caused these presents to be executed as of
the Effective Date set forth in the introductory paragraph on the first page of this Declaration.
DECLARANT:
FIRST AMERICAN BANK, not
individually or personally, but solely as
trustee under a Trust Agreement dated
August 19, 2009 and known as Trust
Number 1-09-124
By:
N
Ti e: Vice President-Trust
By:
Name: Rosanne M.DUPON - -
Title: Vice President-Trust
STATE OF ILLINOIS )
SS
COUNTY OF Kh V e )
I, the undersigned, a Notary Public in, and for the County and State aforesaid,. DO
`Rt 11�N,DPW _._T John T.Matelcak - e nd
H
,O WY THAT ��� t Officer as I�f
Vim Pmaldent-Trust omeer as s)i Le-Res; rf o fA cw of FIRST AMERICAN
BANK, not individually or personally, but solely as Trustee under the provisions of a Trust
Agreement dated August 19, 2009 and known as Trust Number 1-09-124 who are personally
known to me to be the same persons whose names are subscribed to the foregoing instrument,
appeared before me this day in person and acknowledged to me that they signed and delivered
the said instrument in their capacity as trust officers of said Trust, as their own free and voluntary
act, and as the free and voluntary act of said Trust as aforesaid, for the uses and purposes therein
set forth.
Given under my hand and official seal this Jq�of ust, 2014.
Notary Public
My Commission Expires:
zo ENOTARY IAL SEAL
SI KAYE
-STATE OF ILLINOIS ON EXPIRES:01/28/15
7
DMI\45469283
Exhibit"A"
Legal Description of Improved Property
UNIT NUMBERS 201, 202, 203, 204, 205, 206, 207, 208, 303, 304, 305, 306, 308, 309, 314,
315, 316, 401, 404, 405, 406,408, 409, 414,422, 502, 503, 505, 506, 508, 513, 516, 521, 522,
603, 604, 605, 606, 607, 608, 609, 613, 614, 616, 703, 704, 705, 706, 708, 709, 712, 801, 804,
805, 806, 808, 809, 810 AND PARKING UNITS P-1, P-12, P-19, P-20, P-22, P-26, P-27, P-28,
P-29, P-31 THRU P-51, P-53, P-56, P-58, P-60, P-65, P-66, P-68, P-70, P-71, P-72, P-73, P-74,
P-75, P-76, P-77, P-78, P-79, P-82, P-83, P-84, P-85, P-89, P-90, P-93, P-95, P-97, P-98, P-99,
P-100, P-101, P-102, P-103, P-105, P-106, P-107, P-108 AND PARKING UNITS M-1, M-2, M-
3, M-4, M-5 AND M-6 IN THE FOUNTAIN SQUARE ON THE RIVER CONDOMINIUMS,
AS DELINEATED ON A PLAT OF SURVEY OF THE FOLLOWING DESCRIBED TRACT
OF LAND: PART OF THE SOUTHEAST 1/4 OF SECTION 14, TOWNSHIP 41 NORTH,
RANGE 8 EAST OF THE THIRD PRINCIPAL MERIDIAN, IN CITY OF ELGIN, KANE
COUNTY, ILLINOIS. WHICH PLAT OF SURVEY IS ATTACHED AS EXHIBIT TO THE
DECLARATION OF CONDOMINIUM RECORDED OCTOBER 19, 2007 AS DOCUMENT
NUMBER 2007K106255; TOGETHER WITH ITS UNDIVIDED PERCENTAGE INTEREST
IN THE COMMON ELEMENTS.
8
DM 1\4546928.4
Exhibit B"
Legal Description of Phase II Property (Parking Lot Property)
Lots 1, 2, 3, 4, 5, and 6 and part of Lot 10 of B.W. Raymond's Subdivision of Lots 1, 3, 4, and 5
of Block 21 of the Original Town of Elgin, on the east side of Fox River; Lots 1, 2, and part of
Lot 3 of McOsker's Subdivision of Lots 7, 8, 9, 10, and 10-1/2 of B.W. Raymond's Subdivision
of Lot 1 in Block 21 of the Original Town of Elgin, and that portion of land lying between Lot 9
and Fox River; also part of the vacated alley lying on the southerly portion of said McOsker's
Subdivision; also part of Lot 2 in Block 21 of the Original Town of Elgin, on the east side of Fox
River, all of the foregoing being described as a tract as follows: Beginning at a point in the
southerly line of the northerly 22 feet of Lot 2 in Block 21 aforesaid, 95 feet southwesterly,
measured along said southerly line, from the westerly line extended of Lot 4 of B.W. Raymond's
Subdivision; thence northwesterly, parallel with said westerly line extended of said Lot 4, a
distance of 42 feet; thence northwesterly to a point on the westerly line of Lot 2 of McOsker's
Subdivision, 105 feet northwesterly from the southwesterly corner thereof; thence northwesterly
along the westerly line of Lot 2 of McOsker's Subdivision to the northwesterly corner thereof
and the south line of Chicago Street; thence east along said south line of Chicago Street to the
westerly line of Grove Avenue; thence southeasterly along said westerly line of Grove Avenue to
the southeast corner of Lot 2 in Block 21 aforesaid; thence westerly along the southerly line of
said Lot 2 to the easterly line of Riverside Avenue; thence northerly along said easterly line to
the southerly line of the northerly 22 feet of Lot 2 in Block 21 aforesaid; thence northeasterly
along said southerly line to the Point of Beginning, in the City of Elgin, Kane County, Illinois.
Lot 11 and that part of Lot 28 lying easterly of the easterly line of Riverside Avenue and
that part of the vacated alley lying between said Lots 11 and 28, all in B.W. Raymond's
Subdivision of Lots 1, 3, 4, and 5 of Block 21 of the Original Town of Elgin, on the east side of
Fox River, in the City of Elgin, Kane County, Illinois.
That part of Lots 12 and 27 in B.W. Raymond's Subdivision of Lots 1, 3, 4, and 5 in
Block 21 of the Original Town of Elgin, on the east side of Fox River, and the vacated alley
lying between said Lots 12 and 27, lying between the westerly line of South Grove Avenue and
the easterly line of Riverside Avenue, in the City of Elgin, Kane County, Illinois.
Lots 13, 14, 15, 16, 23, 24, 25, and 26 and the vacated 20-foot alley adjoining said lots in
B.W. Raymond's Subdivision of Lots 1, 3, 4, and 5 in Block 21 of the Original Town of Elgin,
on the east side of Fox River, in the City of Elgin, Kane County, Illinois.
That part of Lots 17, 18, and 22 lying northwesterly of the face of the Fountain Square on
the River Condominium concrete retaining wall and building (except that part of said lots, if any,
falling within Riverside Avenue) of B.W. Raymond's Subdivision of Lots 1, 3, 4, and 5 in Block
21 of the Original Town of Elgin, on the east side of Fox River in the East Fraction of the
Southeast Quarter of Section 14, Township 41 North, Range 8 East of the Third Principal
Meridian; also, all that part of an alley 20 feet wide (now vacated) in said subdivision, which lies
between said Lots 22 and 17 and south of the north line of said lots extended across said alley, all
in the City of Elgin, Kane County, Illinois, described as follows:
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DM 1\4546928.4
Beginning at the northwesterly corner of said Lot 22; thence on an assumed bearing of
North 56 degrees 29 minutes 55 seconds East, 182.27 feet along the northwesterly line of said
Lots 22 and 17 and the extension thereof through the vacated alley between said Lots 22 and 17
to the northeast corner of said Lot 17; thence South 33 degrees 29 minutes 00 seconds East,
36.76 feet along the northeasterly line of Lots 17 and 18 to the northeasterly extension of the
northerly building line of the Fountain Square on the River Condominium; thence along said
extension and the northerly building and retaining wall line the following seven courses: South
56 degrees 32 minutes 12 seconds West, 37.65 feet; thence North 33 degrees 52 minutes 15
seconds West, 10.99 feet; thence South 56 degrees 36 minutes 04 seconds West, 25.88 feet;
thence North 33 degrees 13 minutes 30 seconds West, 9.91 feet; thence South 59 degrees 00
minutes 42 seconds West, 0.80 feet; thence South 30 degrees 20 minutes 44 seconds East, 1.02
feet; thence South 56 degrees 32 minutes 42 seconds West, 118.07 feet to the southwesterly line
of said Lot 22; thence North 32 degrees 47 minutes 16 seconds West, 16.67' along said
southwesterly line to the Point of Beginning.
That part of Riverside Avenue in the East Half of the Southeast Quarter of Section 14,
Township 41 North, Range 8 East of the Third Principal Meridian in the City of Elgin, Kane
County, Illinois, described as follows:
Beginning at the southwesterly corner of Lot 23 in B.W. Raymond's Subdivision of Lots
1, 3, 4, and 5 in Block 21 of the Original Town of Elgin, on the east side of Fox River; thence on
an assumed bearing of North 32 degrees 47 minutes 16 seconds West, 165.19 feet along the
northeasterly right-of-way of Riverside Avenue; thence continuing along said right-of-way the
following four courses: North 56 degrees 31 minutes 00 seconds East, 5.27 feet; thence North 33
degrees 29 minutes 00 seconds West, 42.00 feet; thence North 27 degrees 23 minutes 16 seconds
West, 103.59 feet; thence North 33 degrees 29 minutes 00 seconds West, 23.16 feet; thence
South 66 degrees 09 minutes 03 seconds West, 1.72 feet along the southwesterly extension of the
southerly line of Chicago Street; thence South 25 degrees 19 minutes 30 seconds East, 128.97
feet to a line 184.00 feet southwesterly of and parallel with the southwesterly line of South
Grove Avenue; thence South 33 degrees 29 minutes 00 seconds East, 222.64 feet along said
parallel line to the northerly face of the Fountain Square on the River Condominium concrete
retaining wall; thence North 56 degrees 32 minutes 42 seconds East, 1.53 feet along said
retaining wall to the southwesterly line of said Lot 22; thence North 32 degrees 47 minutes 16
seconds West, 16.67 feet along said southwesterly line to the Point of Beginning.
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DM I\4546928.4