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Home My WebLink About17-130 Resolution No. 17-130 RESOLUTION AUTHORIZING EXECUTION OF AN ASSIGNMENT AND ASSUMPTION OF GROUND LEASE AGREEMENT WITH CHICAGO TITLE LAND TRUST COMPANY AS SUCCESSOR TRUSTEE, MZB2, LLC, AS SUCCESSOR-IN-INTEREST TO CERTAIN PRIOR BENEFICIARIES OF THE SELLER, VIJULIMA, LLC —CENTER CITY SERIES AND THE CITY OF ELGIN (156-158 Division Street) BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF ELGIN, ILLINOIS, that Richard G. Kozal, City Manager, be and is hereby authorized and directed to execute an Assignment and Assumption of Ground Lease Agreement on behalf of the City of Elgin with Chicago Title Land Trust Company as successor trustee, MZB2, LLC, as successor-in-interest to certain prior beneficiaries of the Seller, Vijulima, LLC —Center City Series and the City of Elgin, a copy of which is attached hereto and made a part hereof by reference. s/David J. Kaptain David J. Kaptain, Mayor Presented: September 27, 2017 Adopted: September 27, 2017 Vote: Yeas: 9 Nays: 0 Attest: s/Kimberly Dewis Kimberly Dewis, City Clerk 0.---0 Resolution No. 17-130 RESOLUTION AUTHORIZING EXECUTION OF AN ASSIGNMENT AND ASSUMPTION OF GROUND LEASE AGREEMENT WITH CHICAGO TITLE LAND TRUST COMPANY AS SUCCESSOR TRUSTEE, MZB2, LLC, AS SUCCESSOR-IN-INTEREST TO CERTAIN PRIOR BENEFICIARIES OF THE SELLER,VIJULIMA, LLC—CENTER CITY SERIES AND THE CITY OF ELGIN (156-158 Division Street) BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF ELGIN, ILLINOIS, that Richard G. Kozal, City Manager, be and is hereby authorized and directed to execute an Assignment and Assumption of Ground Lease Agreement on behalf of the City of Elgin with Chicago Title Land Trust Company as successor trustee, MZB2, LLC, as successor-in-interest to certain prior beneficiaries of the Seller, Vijulima, LLC—Center City Series and the City of Elgin, a copy of which is attached hereto and made a part hereof by reference. David J. Kaptain, Mayor Presented: September 27, 2017 Adopted: Vote: Yeas Nays Recorded: Attest: Kimberly A. Dewis, City Clerk r P,t,y, ,,( l 02 g 2 THIS INSTRUMENT WAS PREPARED BY: Crystal L.Siver, Esq. Crystal Siver Law 201 71-<05605 1 1155 Willow Lane SANDY WEGMAN Northbrook, IL 60062 RECORDER - KANE COUNTY, IL RECORDED: 10/25/2017 01:59 PI REC FEE: 57.00 REPS FEE: 9.00 ROBBINS,SALOMON& PATT,LTD. PAGES: 13 Attn: Stephen P.Patt, Esq. 2222 Chestnut Avenue Glenview,IL 60025 Permanent Index Nos. AFTER RECORDING, RETURN TO: 06-14-279-008-0000 TITLE SERVICES, INC. 06-14-279-009-0000 555 SOUTH RANUALL ROAD 06-14-279-015-0000 SUITE 100 ST.CHARLES,IL 60174 Property Address: __` 0 156 Division Street, Elgin,IL 60120 • l �I 1 ASSIGNMENT AND ASSUMPTION 0 G ' 14 . ' SE AGREEMENT This ASSIGNMENT AND ASSUMP tl► O ' 'O D LEASE AGREEMENT(this "Assignment") is made as of this 28th day of..• e Ae • 7, by and among CHICAGO TITLE LAND TRUST COMPANY, not personal .• •s cc.'.or trustee to American National Bank and Trust Company of Chicago,under Trust -ern, t •ated August 24, 1992 and known as trust number 115935-06 (the "Trust"), and Ce Place Limited Partnership, an Illinois limited partnership (the "CCPLP"), (collectiv y e and CCPLP are referred to as the "Seller"); MZB2, LLC, an Illinois limited liapi• oinpany, as successor-in-interest to certain prior beneficiaries of the Seller (the "Be•-fi i. , f Seller"), having its principal office at 300 South Maple Avenue,C-4,Oak Park,III'n•is .( JULIMA,LLC—CENTER CITY SERIES,an Illinois limited liability co n •• ► ( he `B► er") having its principal office at 3201 N. Clark Street, Chicago, Illinois 60657; .. d e ' Y SF ELGIN, an Illinois municipal corporation, having its principal office at 150 )ext. •u • C.Igin, Illinois 60120 (the "City of Elgin"). RECITALS WHEREAS, the Se ter, Center City Joint Venture, an Illinois general partnership, as the "Developer," and the City of Elgin entered into that certain Ground Lease Agreement, dated September 11, 1992 (the"Ground Lease Agreement")and a memorandum of lease evidencing said ground lease was recorded as document number 92K67569 on September 23, 1992,in the Office of the Recorder of Deeds in Kane County, for the construction and development of a multi-unit residential apartment building upon certain land owned by the City of Elgin, commonly known as 156-158 Division Street, Elgin, IL 60120 (the"Property"); and WHEREAS,the Seller and Beneficiary of Seller desire to sell,assign,transfer and convey to the Buyer all of the Seller's right,title and interest in the Property (the "Transfer")and be released from its obligations under the Ground Lease Agreement; and 1 0') 2017K056051 1l13 �' WHEREAS,the Buyer desires to (i)purchase from the Seller all of the Seller's right,title and interest in the Property, (ii) assume the rights under the Ground Lease Agreement, and (iii) perform all of the obligations under the Ground Lease Agreement; and WHEREAS, it is a condition of the City of Elgin's approval of the Transfer that the Seller assigns, and that the Buyer assumes,the Seller's obligations under the Ground Lease Agreement. NOW,THEREFORE,for and in consideration of the foregoing recitals and for other good and valuable consideration,the receipt and sufficiency of which are acknowledged,the parties agree as follows: 1. Recitals. The recitals set forth above are incorporate' 'n 's Assignment by this reference. 2. Assignment of Ground Lease Agreement '.< 1} n d Beneficiary of Seller hereby sell,assign,convey and otherwise transfer to the But . .• e .ors and assigns all of its or their rights, duties, obligations and interests under the Gr. • L . • greement. 3. Assumption. The Buyer,for its: - ► - • • assigns accepts the assignment of the Ground Lease Agreement and agree • .- , : . to be bound by all of the terms, conditions,obligations and restrictions of th - er s; f• 'n the Ground Lease Agreement,to the same extent and on the same terms as the S- o, e -r, he Buyer shall not be so obligated with respect to matters that occurred or arose pri• • 'e • . of this Assignment. 4. Approval of Transfer • 1 e se 1 f Seller. The City of Elgin hereby approves the Transfer and releases and discharges th S I1:r from its obligations under the Ground Lease Agreement incurring from and . ' - . at: of this Assignment. However, nothing in this Assignment shall act as a release . - • o any claim that may arise in connection with the Seller's failure to have faithfully • .c . :•d . .f its duties and obligations under the Ground Lease Agreement prior to the dat- o' r ignment. 5. No Lo • o 'rio i . The parties hereto acknowledge and agree that this Assignment does not constitute a no • • I , e Ground Lease Agreement,and the Property shall remain subject to the terms and provisio • ded in the Ground Lease Agreement. 6. Amendment of Assignment. This Assignment shall not be altered or amended without the prior written approval of the Buyer and the City of Elgin. 7. Partial Invalidity. If a court of competent jurisdiction determines that any term, covenant, condition or provision of this Assignment, or its application to any circumstance,at any time or to any extent, is invalid or unenforceable, the remainder of this Assignment, or the application of it to circumstances other than those as to which it is held invalid or unenforceable, shall not be affected by such determination and each term,covenant,condition and provision of this Assignment shall be valid and enforceable to the fullest extent permitted by law. 2 2017K056051 2/13 8. Successors. Subject to the provisions of Paragraph 6 hereof,this Assignment shall bind, and the benefits shall inure to, the parties to this Assignment, their legal representatives, successors in office or interest and assigns;however,the Buyer may not assign this Assignment,or any of its obligations under this Assignment,without the prior written approval of the City of Elgin. 9. Captions. The captions used in this Assignment are used only as a matter of convenience and for reference and in no way define,limit or describe its scope or intent. 10. Notices. Any notice, demand, request or other corn • R 'cation that any party may desire or may be required to give to any other party under this Assignm< all be given in writing, at the addresses set forth below,by any of the following means: (a) •- s• . ervice;(b)overnight Aiitpt courier; or(c)registered or certified United States mail,postage p- •.i• r.y receipt requested. (a) If to Beneficiary of Seller: MZB2,LLC 0 0 do Jeremy Z 202 North =y Oak'lc I ,,03 (b)If to the Buyer: . - enter City Series C : treet 'tt .1. ' linois 60657 ; ,do abor Zsolnay (c) If to City of Elgin: i.1 • 'Elgin Dexter Court :'n,IL 60120 Attention: Legal Department Such addresses ma b. c d y notice to the other party given in the same manner as provided in this Assi„it, ent. ' •n e,demand,request or other communication sent pursuant to subsection(a)shall b- e ed a • : fective upon such personal service. Any notice,demand,request or other communication en • ant to subsection(b)shall be served and effective one(1)business day after deposit with the • - • ght courier. Any notice,demand,request or other communication sent pursuant to subsection (c) shall be served and effective three (3) business days after proper deposit with the United States Postal Service. 11. Counterparts. This Assignment may be executed in counterparts, and each counterpart shall, for all purposes for which an original of this Assignment must be produced or exhibited,be the Assignment,but all such counterparts shall constitute one and the same instrument. [SIGNATURE PAGE FOLLOWS] 3 2017K056051 3/13 • IN WITNESS WHEREOF,the parties have executed this Assignment as of the date set forth above. • SELLER: CHICAGO TITLE LAND TRUST COMPANY,not personally, but as successor trustee to American National Bank and Tru Company of Chicago, .der Trust Agreement dated August` 1992 ��ti�p�pti and kno as t mb+ 115935-06 00�� SEAL}•?; Print NI", e: Har'let )enisewic2 Title: Assistant Vice Presiden ` e4 G0,tLOt BENEFICIARY OF SELLER: O O MZB2, LLC, rument is executed by the undersigned land Trustee, an Illinois limited liability company onally but solelyas Trustee in the exercise of the power authority conferred upon and vested in it as such Trustee. s expressly understood and agreed that all the warranties By: demnities, representations. covenants, undertakings and Henry Zuba, Manage agreements herein made on the part of the Trustee are undertaken by it solely in its capacity as Trustee and not personally. No personal liability or personal responsibility is BUYER: assumed by or shall at any time be asserted or enforceable against the Trustee on account of any warranty,indemnity, representation,covenant, undertaking or agreement of the VIJULIMA, LLC—CENTER CITY RI' , Trustee in this instrument. an Illinois limited liability company By: Gabor Zsolnay,its M gi _ re •b- CONSENTED TO: CITY OF ELGIN By: Name: Its: • 2017K056051 4/13 IN WITNESS WHEREOF,the parties have executed this Assignment as of the date set forth above. SELLER: CHICAGO TITLE LAND TRUST COMPANY,not personally, but as successor trustee to American National Bank and Trust Company of Chicago,under Trust Agreement dated August 4, 1992 and known as trust number 115935-06 By: Print Name: Title: BENEFICIARY OF SELLER: <>4%,0 MZB2,LLC, an Illinois limited liability company By: 0449 Henry Zuba,Manager BUYER: VIJULIMA,LLC—CENTER CITY S• • an Illinois limited liability company By: _ .� �--- Ga•or Zsolnay, its ligicre . 110* CONSENTED TO: CITY OF ELGIN By: Name: Its: 4 2017K056051 5113 • IN WITNESS WHEREOF,the parties have executed this Assignment as of the date set forth above. SELLER: CHICAGO TITLE LAND TRUST COMPANY,not personally, but as successor trustee to American National Bank and Trust Company of Chicago, under Trust Agreement dated August 4, 1992 and known as trust number 115935-06 By: Print Name: Title: BENEFICIARY OF SELLER: 0<\ O MZB2, LLC, an Illinois limited liability company l\) By: 4<i>\ / Henry Zuba, Manager BUYER: 11/4 VIJULIMA, LLC—CENTER CITY S + '. an Illinois limited liability company By: _ Gabor Zsolnay, its Managing • CONSENTED TO: CITY OF ELGIN By: ,g1— - .4.�► 6:•4'',r' Name: f _ Its: L - ,.._,�r:� 4 2017K056051 6/13 CENTER CITY PLACE LIMITED PARTNERSHIP, an Illinois limited partnership By: MZB, Inc., an Illinois corporation By: GN.-% -�— Name: 'o a b Its: ›er tick.•,..� 0<\ \\>\ OK\ 5 20171(056051 7/13 STATE OF ILLINOIS ) ) SS COUNTY OF COOK ) I, the undersigned, a Notary Public in and for the County and State aforesaid, certify that Harriet Denisewicz , personally known to me to be the Assistant vice/Present CHICAGO TITLE LAND TRUST COMPANY, as successor trustee to American National Bank and Trust Company of Chicago,under Trust Agreement dated August 4, 1992 and known as trust number 115935-06,and personally known to me to be the same perso hose name is subscribed to the foregoing instrument, appeared before me this day in person knowledged that 14e/she signed and delivered the said instrument in lsiher capacity as the Ass t t Vice/Pre5'Olf id trust, as l7dher fre andpvvoluntar�y' act and deed and as the free -.s I v act and deed of said Assistant/�i acting on oe'nalf of the Trust, for the s t e -' -t . n Given under my hand and official seal this 27 ay o .tea,er , 2017. 4GG.. o Public "OFFICIAL SEAL" • GRACE MARIN • Notary Public,State of Illinois • My Commission Expires 07/01/2021: 0 20171(056051 8/13 STATE OF ILLINOIS ) SS COUNTY OF COOK ) I, the undersigned, a Notary Public in and for the County and State aforesaid, certify that Henry Zuba,personally known to me to be the manager of MZB2,LLC,the Beneficiary of Seller, and 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 he/she signed and delivered the said instrument in his/her capacity as the manager of MZB2,LLC,as his/her free and voluntary act and deed and as the free and voluntary act and deed 4 ZB2, LLC, for the uses therein set forth. Given under my hand and official seal this art day of ! ,` . �,� r1 , 2017. 0/2 ►�� •ro ..' blic OFFICIAL SEAL BRIDGET A WHITE NOTARY PUBLIC- < p COMMISSION EXPIRES:07u/2220 ATE OF ILNOIS 19 2017K056051 9/13 • STATE OF ILLINOIS ) SS COUNTY OF COOK ) I,the undersigned,a Notary Public in and for the County and State aforesaid,certify that, - Gabor Zsolnay, personally known to me to be the Managing Member of VIJULIMA, LLC — CENTER CITY SERIES and 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 he signed and delivered the said instrument in his capacity •s Managing Member of VIJULIMA,LLC--CENTER CITY SERIES as his free and volu • act and deed and as the free and voluntary act and deed of VIJULIMA,LLC—CENTER CI 'IES for the uses and purposes therein set forth. Given under my hand and official seal this ,niday o5 .��'�4j=, 2017. 40 SEALrdb"lbuil6a21-dil'167OFFICIALNota.;� ubl c LAWRENCE G PA �� Notary Public-State o My Commission Expires F e 7 2017K056051 10/13 STATE OF ILLINOIS ) SS COUNTY OF KANE ) I, the undersigned, a Notary Public in and for the County and State aforesaid, certify that Richard G. Roza],personally known to me to be the City Manager of the CITY OF ELGIN,and 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 he signed and delivered the said instrument in his capacity as the City Manager of the CITY f F ELGIN, as his free and voluntary act and deed and as the free and voluntary act and deed of t'e ITY OF ELGIN,for the uses and purposes therein set forth. Given under my hand and official seal thisoN day of Se i t b. , '0'7. 0,1k "OFFICIAL SEAL" : 'ttary Public KATLtN S.BAILEY OK\ • Notary Public,State of IllinoisI My Commtsslon Expires O6t27R1 (110< 2017K056051 11/13 • STATE OF ILLINOIS ) SS COUNTY OF COOK ) I, the undersigned, a Notary Public in and for the County and State aforesaid, certify that Henry Zuba,personally known to me to be the secretary of MZB,INC.,the general partner of Center City Place Limited Partnership, and 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 he/she signed and delivered the said instrument in his/her capacity as t - cretary of MZB,INC.,as his/her free and voluntary act and deed and as the free and voluntary • d deed of Center City Place Limited Partnership, for the uses therein set forth. Given under my hand and official seal this 25 'day f ti 12 i ! ,2017. 4111:114 e-494 Notary " Denise Corcoran L.SEAL" . Public Denise G Corcor Notary Public,State of Illinois My Commission Expires 8/20/2019A 411111< 10 2017K056051 12/13 • EXHIBIT A Legal Description "'PARCEL 1 THE LEASEHOLD AND ALL IMPROVEMENTS LOCATED ON THE LAND DESCRIBED AS FOLLOWS: THE LEASEHOLD ESTATE CREATED BY GROUND LEASE AND EVIDENCED BY MEMORANDUM OF LEASE EXECUTED BY THE CITY OF ELGIN, AS LESSOR AND AMERICAN NATIONAL BANK AND TRUST COMPANY OF CHICAGO, AS TRUSTEE UNDER TRUST AGREEMENT DATED AUGUST 24, 1992, AND KNOWN AS TRUST NO. 115935-06 AND CENTER CITY JOINT VENTURE, COLLECTIVELY AS LESSEE, DATED SEPTEMBER 11, 1992 AND RECORDED SEPTEMBER 23, 1992 AS DOCUMENT 92K67569, AND ASSIGNED FROM CENTER CITY JOINT VENTURE TO CENTER CITY PLACE LIMITED PARTNERSHIP, EVIDENCED BY A MEMORANDUM OF ASSIGNMENT OF GROUND LEASE DATED NOVEMBER 1, 1992 AND RECORDED NOVEMBER 12, 1992 AS DOCUMENT NO. 92K81390, AND ASSIGNED FROM CHICAGO TITLE LAND TRUST COMPANY ' : UCCESSOR TRUSTEE TO AMERICAN NATIONAL BANK AND TRUST COMPANY OF CHICAGO UNDER T .. AGREEMENT DATED AUGUST 24, 1992 AND KNOWN AS TRUST NUMBER 115935-06, CENTER CITY PLACE LI : T+' PARTNERSHIP, AND MZB2, LLC TO VIJULIMA, LLC—CENTER CITY SERIES, BY AN ASSIGNMENT AND " uP ON OF GROUND LEASE I AGREEMENT DATED SEPTEMBER 28, 2017 AND RECORDED OCTOBER 1 r CUMENT NUMBER ao'7/05(o54 WHICH LEASE DEMISES THE FOLLOWING DESCRIBtFNri. N THAT PART OF LOT 1 LYING EASTERLY OF THE EASTERLY LINE OF GHT F WAY OF THE CHICAGO AND NORTHWESTERN RAILWAY COMPANY (EXCEPT THE WESTERLY 00HE NORTHERLY 55 FEET OF SAID LOT); ALSO ALL OF LOT 2 AND THE WEST 5 FEET OF r OT , 1.)CK 2 OF S. N. DEXTER'S ADDITION TO ELGIN; IN THE CITY OF ELGIN, KANE COUNTY, ILLINO PARCEL 2 INTENTIONALLY OMITTED. C PERMANENT REAL ESTATE INDEX NO. 06-14-279-00 Affects: Parcel 1 (Fee) PERMANENT REAL ESTATE INDEX NO. 06-14-27 Affects: Parcels 1 and other property(Leas h Id) Address: 156 Division Street, Elgin, IL 60120 I 2017K056051 13/1 I �3 THIS INSTRUMENT WAS PREPARED BY: Crystal L. Siver, Esq. Crystal Siver Law 1155 Willow Lane Northbrook, IL 60062 AFTER RECORDING RETURN TO: ROBBINS,SALOMON& PATT, LTD. Attn: Stephen P. Patt,Esq. 2222 Chestnut Avenue Glenview,IL 60025 Permanent Index Nos. 06-14-279-008-0000 06-14-279-009-0000 06-14-279-015-0000 Property Address: 156 Division Street,Elgin, IL 60120 ASSIGNMENT AND ASSUMPTION OF GROUND LEASE AGREEMENT This ASSIGNMENT AND ASSUMPTION OF GROUND LEASE AGREEMENT(this "Assignment") is made as of this 28th day of September,2017, by and among CHICAGO TITLE LAND TRUST COMPANY,not personally,but as successor trustee to American National Bank and Trust Company of Chicago, under Trust Agreement dated August 4, 1992 and known as trust number 115935-06(the"Seller");MZB2,LLC,an Illinois limited liability company,as successor- in-interest to certain prior beneficiaries of the Seller(the"Beneficiary of Seller"),having its principal office at 300 South Maple Avenue,C-4, Oak Park,Illinois 60302; VIJULIMA,LLC—CENTER CITY SERIES, an Illinois limited liability company (the "Buyer") having its principal office at 3201 N. Clark Street, Chicago, Illinois 60657; and the CITY OF ELGIN, an Illinois municipal corporation, having its principal office at 150 Dexter Court, Elgin, Illinois 60120 (the "City of Elgin"). RECITALS WHEREAS, the Seller, Center City Joint Venture, an Illinois general partnership, as the "Developer," and the City of Elgin entered into that certain Ground Lease Agreement, dated September 11, 1992(the"Ground Lease Agreement")and recorded as document number 92K67569 on September 23, 1992,in the Office of the Recorder of Deeds in Kane County,for the construction and development of a multi-unit residential apartment building upon certain land owned by the City of Elgin, commonly known as 156-158 Division Street, Elgin, IL 60120 (the "Property"); and WHEREAS,the Seller and Beneficiary of Seller desire to sell,assign,transfer and convey to the Buyer all of the Seller's right, title and interest in the Property (the "Transfer") and be released from its obligations under the Ground Lease Agreement; and WHEREAS, the Buyer desires to (i) purchase from the Seller all of the Seller's right, title 1