HomeMy WebLinkAbout23-68 Resolution No. 23-68
RESOLUTION
AUTHORIZING EXECUTION OF A REDEVELOPMENT AGREEMENT WITH JUDSON
UNIVERSITY—A BAPTIST INSTITUTION FOR THE REDEVELOPMENT OF 26-28 N.
GROVE AVENUE, ELGIN, ILLINOIS
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 Redevelopment Agreement on behalf of the City of Elgin with Judson
University — A Baptist Institution, for the redevelopment of 26-28 N. Grove Avenue, Elgin,
Illinois, a copy of which is attached hereto and made a part hereof by reference.
s/David J. Kaptain
David J. Kaptain, Mayor
Presented: April 12, 2023
Adopted: April 12,2023
Vote: Yeas: 8 Nays: 0
Attest:
s/Kimberly Dewis
Kimberly Dewis, City Clerk
REDEVELOPMENT AGREEMENT
THIS REDEVELOPMENT AGREEMENT (this "AQreemenY') made and entered into
this 12 day of_April _, 2023 by and between the CITY OF ELGIN, an Illinois municipal
corporation (the "City"), and JUDSON UNIVERSITY — A BAPTIST INSTITUTION, an
Illinois not-for-profit corporation(the"Developer'). The City and Developer may be referred to
collectively herein as the"parties"and individually as a"party."
WHEREAS,the City Council of the City of Elgin has adopted Ordinance Nos. S6-99, S 1-
02, S2-02, S3-02 and S4-02 proposing, approving and creating the Elgin Central Area Tax
Increment Financing Redevelopment Plan and Project(the "ECA TIF District")pursuant to the
Tax Increment Allocation Redevelopment Act at 65 ILCS 5/11-74.4-1, et seq.; and
WHEREAS,the ECA TIF District was established on April 10,2002 and will continue for
twenty-three(23)years thereafter;and
WHEREAS, the Developer is the owner certain property commonly known as 26-28 N.
Grove Avenue,Elgin,Illinois, such property being legally described in Exhibit A attached hereto
(the"Subject Property'); and
WHEREAS,the Subject Property is located within the ECA TIF District; and
WHEREAS, the Subject Property is currently improved with a two-story commercial
building which is substantially vacant and under-performing, functionally obsolete,deteriorated,
and below certain minimum code standards for occupancy; and
WHEREAS,the Subject Property is within the Downtown Elgin Commercial District,and
the Downtown Elgin Commercial District is listed in the federal National Register of Historic
Places and is an integral part of downtown Elgin;
WHEREAS, preservation, redevelopment and improvement of the Subject Property will
be a boon to the area deemed of high importance for the vigor and financial strength of the City's
downtown business district; and
WHEREAS,the Developer has submitted to the City a proposal for redevelopment of the
Subject Property into a mixed-use building with thirteen(13) dormitory apartments for students
attending Judson University,comprised of five (5) studio apartments and eight (8) one-bedroom
apartments,with approximately 2,300 square feet of ground-floor space for architecture studio and
classes, in accordance with floor plans, amenities and exterior improvements as set forth in
Developer's Redevelopment Plan previously submitted to the City,which has been approved by
the City as part of the Subject Planned Development Ordinance for the Subject Property (as
defined in Section 2 below).The aforesaid plans(and any other City-required plans and details)as
submitted to and approved by the City as part of the Subject Planned Development Ordinance for
the Subject Property are hereafter collectively referred to as the"Approved Project Plans". For
the purpose of clarification and without limiting the foregoing, the redevelopment of the Subject
Property will also include the complete restoration and renovation of both the exterior and interior
of the building on the Subject Property,including substantial upgrades to the building mechanical
systems and components. The exterior of the building will be cleaned, tuck-pointed and repaired
as needed. Building amenities will include a resident meeting/lounge space and storage lockers;
and
WHEREAS,the City Council has determined,and hereby finds,that Developer's proposed
redevelopment of the Subject Property as herein described will further the goals and objectives of
the Elgin Central Area Tax Increment Financing Redevelopment Plan and Project and assist the
City in its objective to create a more economically viable and sustainable downtown business
-2 -
district through strategic development that supports 24/7 activity and connects commercial
corridors with residential properties, all of which are hereby declared by the City to be a valid
"public purpose"of the City; and
WHEREAS, the City Council has determined, and hereby finds, that the Developer's
proposed redevelopment of the Subject Property as described herein furthers the goals and
objectives of the City of Elgin Comprehensive Plan in its objective to pursue adaptive reuse
projects in existing downtown structures and to promote the redevelopment of obsolete and vacant
structures into housing throughout the community but with an emphasis on Elgin's historic core;
and
WHEREAS, Developer's proposal for the redevelopment of the Subject Property will
result in the complete renovation and restoration and adaptive re-use of an important downtown
building; and
WHEREAS, the proposed redevelopment of the Subject Property would not occur in the
absence of limited development assistance from the City as herein provided; and
WHEREAS, in order to facilitate the proposed redevelopment of the Subject Property as
herein described which will further the goals and objectives of the Elgin Central Area Tax
Increment Financing Redevelopment Plan and Project, the City has agreed to provide certain
development assistance as hereinafter described; and
WHEREAS, the City of Elgin is a home rule unit authorized to exercise any power and
perform any function pertaining to its government and affairs; and
WHEREAS, this Redevelopment Agreement, resulting in furthering and achieving the
goals and objectives of the Elgin Central Area Tax Increment Financing Redevelopment Plan and
-3 -
Project and the City of Elgin Comprehensive Plan, and resulting in the benefits to the City as
hereinabove stated,are matters within the government and affairs of the City; and
WHEREAS,the redevelopment of the Subject Property will create job opportunities within
the City;and
WHEREAS, the redevelopment of the Subject Property will serve to further the
development of adjacent areas of the City; and
WHEREAS, the redevelopment of the Subject Property will strengthen the commercial
sector of the downtown and the City; and
WHEREAS,the redevelopment of the Subject Property will enhance the value of adjacent
properties and in turn enhance the tax base of the City;and
WHEREAS, the Developer meets high standards of credit worthiness and financial
strengths; and
WHEREAS,this Agreement is made in the best interest of the City.
NOW, THEREFORE, for and in consideration of the mutual undertakings as set forth
herein,and other good and valuable consideration, the receipt and sufficiency of which is hereby
acknowledged,the parties hereto agree as follows:
1. Recitals. The foregoing recitals are incorporated into this Agreement in their
entirety.
2. Development Application and Planned Development Ordinance.
A. Developer has previously filed with the City a formal development application and
petition for the rezoning of the Subject Property (such development application and petition for
rezoning of the Subject Property being hereinafter referred to as the"Development Application").
All costs and expenses relating to the Development Application payable to the City shall be
-4-
waived by the City. Such Development Application requested the rezoning of the Subject
Property to provide for a conditional use for a Planned Development in the CC 1 Center City
zoning district to provide for the redevelopment of the Subject Property in general
conformance with the Approved Project Plans, modified and amended only(i) as agreed to by
the Developer and the City during the development review and the zoning process and(ii) as
may be required to comply with ordinances, building codes or other requirements of law
(collectively the "Project Modifications").
B. On December 15, 2021, the City Council of the City of Elgin approved the
Developer's development application and adopted Ordinance No. G67-21 granting a
conditional use for a planned development in the CC I Center City District for the Subject
Property(the"Subject Planned Development Ordinance for the Subject Property"). The
Developer's proposal as set forth in the Approved Project Plans approved in the Subject Planned
Development Ordinance for the Subject Property, as possibly modified by any Project
Modifications, is hereinafter referred to as "Subject Redevelopment Plan" and the
redevelopment of the Subject Property in conformance with the Subject Planned
Development Ordinance for the Subject Property and Subject Redevelopment Plan is
hereinafter referred to as the "Subject Redevelopment". For the purpose of clarification,
and except as the Approved Project Plans may be amended by Project Modifications as
provided for in this paragraph, the Subject Redevelopment on the Subject Property by the
Developer shall conform to those Approved Project Plans as approved by the corporate
authorities of the City in connection with the Subject Planned Development Ordinance for
the Subject Property. In the event of any conflict between the terms and provisions of this
Agreement and the terms and provisions of the Subject Planned Development Ordinance for the
-5 -
Subject Property,the terms and provisions of the Subject Planned Development Ordinance for the
Subject Property shall control.
3. Construction of Subiect Redevelopment.
A. It is agreed and understood that the redevelopment assistance being provided by the
City to the Developer pursuant to this Agreement is being provided for the sole purpose of assisting
the Developer with the Subject Redevelopment of the Subject Property as described in this
Agreement. The redevelopment of the Subject Property shall conform in all respects with the
Subject Planned Development Ordinance for the Subject Property and as directed by the City to
the extent necessary to comply with other applicable ordinances, building codes or other
requirements of law. The Developer shall also cause all work performed in connection with the
Subject Redevelopment of the Subject Property to be performed in a workmanlike manner. Except
as otherwise provided in this Agreement, all costs and expenses relating to the Subject
Redevelopment of the Subject Property including, without limitation, the construction of the
Subject Redevelopment on the Subject Property,shall be the responsibility of and shall be paid for
by the Developer.
B. Developer shall, within ninety (90) days of the date of the entry into this
Agreement, submit to the City and to all other governmental bodies or agencies thereof having
jurisdiction over the Subject Redevelopment (if any) applications for all permits required to
perform the Subject Redevelopment in accordance with the Subject Redevelopment Plans
approved by the City(collectively the"Required Permits").
C. Developer shall commence construction of the Subject Redevelopment on the
Subject Property within one hundred eighty (180) days of the issuance to the Developer by the
City and by any other governmental body or agency having jurisdiction over the Subject
-6-
Redevelopment, of all Required Permits (the "Construction Commencement Deadline"),
subject, however, to reasonable extension by reason of Force Majeure (as hereafter defined).
Developer shall be deemed to have commenced construction of the Subject Redevelopment on the
Subject Property upon Developer obtaining a building permit from the City for the Subject
Redevelopment and the commencement of initial construction activities associated with the
Subject Redevelopment. In the event the Developer does not commence construction by the
first to arrive of(i) the Construction Commencement Deadline(as same may be extended as
provided herein) or (ii) the first business day that is two hundred seventy (270) days after
the date of the entry into this Agreement, subject, however, to reasonable extension by reason
of Force Majeure, then Developer shall provide the City notice of non-commencement,
whereupon, absent any written agreement between the parties to extend the Construction
Commencement Deadline,either party shall have the right, by written notice to the other, to
terminate this Agreement, whereupon this Agreement shall be cancelled and null and void
with no further liability of either party hereunder.
D. Upon Developer commencing construction of the Subject Redevelopment on the
Subject Property,the Developer shall continue with the construction of the Subject Redevelopment
in as expeditious a manner as is reasonably practicable. The Developer shall substantially
complete the Subject Redevelopment on the Subject Property on or before the last day of the
twelfth(12`'')month following the commencement of construction of the Subject Redevelopment
(the "Completion Date"); provided, however, that such Completion Date shall be extended by
one day for each day for which construction is delayed or stopped due to accident,strikes,shortage
of materials, extreme weather, acts of God, pandemic (including the current Covid-19 virus and
any variant thereof),government shutdown,public health crisis,undue delay by the City in issuing
-7-
any required permits for which application has been properly made by the Developer,or lawsuits
or other administrative actions brought by any third party that has the effect of hindering or
delaying Developer's performance hereunder(such occurrences being individually or collectively
hereinafter referred to as"Force Mai eure"). In the event Developer requires any further extension
of any of the Completion Dates for the Subject Redevelopment of the Subject Property other than
by reason of Force Majeure,any such requests shall be submitted to the City in writing specifying
the reasons for such an extension and the amount of additional time being requested. Any
agreement by the City to further extend the Completion Date for the Subject Redevelopment of
the Subject Property shall be at the sole discretion of the City Council of the City.
E. The Subject Redevelopment of the Subject Property shall be deemed
"substantially completed"when the Developer has completed all of the improvements proposed
to be constructed and installed in connection with the Subject Redevelopment, subject to only
customary "punchlist" work to be completed, and has obtained a temporary or final occupancy
permit for the building on the Subject Property and temporary or final occupancy permits for all
of the apartments within the building. Notwithstanding the foregoing, to the extent requested by
the Developer and consistent with the City's ordinances the City will issue temporary certificates
of occupancy for apartments on specific floors even though all redevelopment work on other floors
has not been completed, it being the intention of the parties to allow for the possible incremental
occupancy of the apartments as they are completed on a per-floor basis so long as life and safety
codes and ordinances are adhered to.
4. Development Assistance from City.
A. In consideration of the Developer completing the Subject Redevelopment of the
Subject Property set forth in this Agreement,the City agrees to provide the development assistance
-8-
to the Developer set forth in this Section 4. In the event of Developer's completion of the Subject
Redevelopment of the Subject Property the City agrees to provide the Developer monetary
development assistance of two hundred and eighty seven thousand five hundred and eight and
00/100 Dollars ($287,508.00) (the "Subject Monetary Development Assistance") plus a
contingency fund in the amount of one hundred and ninety six thousand four hundred and ninety
two and 00/100 Dollars($196,492.00)for unforeseen conditions, extras, labor increases,material
pricing increases,Approved Project Plan revisions,delays and such other additional development
costs of Developer(the "Contingency Fund"). The Subject Monetary Development Assistance
and Contingency Fund shall be paid by the City to the Developer to reimburse the Developer for
Subject Redevelopment Costs (as hereinafter defined) incurred by the Developer in connection
with the Subject Redevelopment of Subject Property. Redevelopment Project Costs shall be
defined as provided in 65 ILCS 5/11-74.4-3(q), which are incurred by Developer in connection
with the Subject Redevelopment of the Subject Property and which are eligible under law for
reimbursement from the City's ECA TIF District (such costs as defined in 65 ILCS 5/11-74.4-
3(q), which are incurred by the Developer in connection with Subject Redevelopment of the
Subject Property and which are eligible under law for reimbursement from the City's ECA TIF
District are hereinafter referred to as"Redevelopment Project Costs").
B. It is expressly agreed and understood that, regardless of the actual amount of the
Redevelopment Project Costs incurred by the Developer, the City's Subject Monetary
Development Assistance to Developer shall nonetheless be limited to an amount not to exceed four
hundred and eighty four thousand and 00/100 Dollars($484,000.00),inclusive of the Contingency
Fund. As a condition of the right to receive payment from the City of the Subject Monetary
Development Assistance and Contingency Fund, Developer shall be required to document to the
-9 -
City's reasonable satisfaction evidence of sufficient funds and financing to complete the Subject
Redevelopment and document that it has incurred Redevelopment Project Costs in connection with
the Subject Redevelopment of the Subject Property in the amount of the reimbursements being
requested. The Subject Monetary Development Assistance and Contingency Fund shall be utilized
by the Developer solely and only for the payment of Redevelopment Project Costs for the Subject
Redevelopment of the Subject Property.
C. The City shall pay the Subject Monetary Development Assistance to the Developer
in increments at each Payment Eligibility Date(as defined in the following table)as follows:
Payment Description of Payment Eligibility Amount of Subject Monetary
No. Development Assistance to be
aid to Developer
1 Developer has provided to the City Fifty percent (50%) of the
evidence that fifty percent (50%) of the Subject Monetary Development
Subject Redevelopment has been Assistance, to be deposited into
completed as certified to the City by the the Developer's construction
Developer's project architect and by escrow at the title insurance
such third-party architect as the City company being used by
may, in its discretion, elect to retain to Developer for making
oversee the completion of the work. construction payouts for the
work being performed on the
Subject Redevelopment of the
Subject Property.
2 When the work required to complete the The unpaid balance of the
Subject Redevelopment is substantially Subject Monetary Development
completed, as defined in Section 3(E) Assistance; provided that the
hereof, as certified to the City by the City may hold back an amount
Developer's project architect and by estimated to be the reasonable
such third-party architect as the City cost to complete all punchlist
may, in its discretion, elect to retain to items,if any.
oversee the completion of the work.
D. Developer may also request the City to disburse portions of the Contingency
Fund for eligible expenses in conjunction with the two Payment Eligibility Dates for the
Subject Monetary Development Assistance in the proceeding subsection C, provided
- 10-
Developer has provided to the City evidence that the Contingency Fund work was reasonably
necessary and has been completed as certified to the City by the Developer's project architect and
by such third-party architect as the City may, in its discretion, elect to retain to oversee the
completion of the work("Eligible Contingency Funds"). Such payments of Eligible Contingency
Funds shall be in installments coinciding with the two installments of the Subject Monetary
Development Assistance in the proceeding subsection C and shall be in the amount of fifty percent
(50%) of the then Eligible Contingency Funds for the first installment and in the amount of the
unpaid balance of the Eligible Contingency Funds for the final installment.
G. In addition to the Subject Monetary Development Assistance to be provided to the
Developer as defined in the proceeding subsections of this section 4,the City also agrees to grant
to the Developer during the construction of the Redevelopment on the Subject Property by the
Developer temporary construction easements on City owned property adjacent to the Subject
Property reasonably necessary for the construction of the Redevelopment on the Subject Property.
Such temporary construction easements shall be in a form approved by the City's Corporation
Counsel.
H. The parties understand and agree that the Subject Monetary Development
Assistance,Contingency Fund and the other assistance being provided by the City to the Developer
as set forth in this Section 4 are expressly subject to and contingent upon the Developer completing
and maintaining the Subject Redevelopment of the Subject Property as set forth in this Agreement.
In the event the Developer fails to complete the Subject Redevelopment of the Subject Property as
required in this Agreement, or fails to maintain and operate the Subject Redevelopment on the
Subject Property as described and required in this Agreement, the parties understand and agree
that the City will not be providing the Subject Monetary Development Assistance,the Contingency
- 11 -
Fund and any other assistance to the Developer pursuant to this Agreement or otherwise. Upon
the occurrence of an Event of Default on the part of the Developer(as defined in Section 9)then,
in addition to other remedies available to the City at law,equity or otherwise,the City shall recover
any Subject Monetary Development Assistance previously paid to the Developer and may
terminate any further and other assistance being provided to the Developer.
5. Market Rate Dormitory Building. The Subject Redevelopment of the
Subject Property shall be a 100%Market Rate Dormitory Building. For the purposes of this
Agreement, the term "100% Market Rate Dormitory Building" shall mean that the
dormitory units shall be rented only to students enrolled at Judson University and there shall
be no restrictions with respect to income or rent for the rental of dormitory units whether by
restriction to deed, title to the property or otherwise, and no project based governmental or
quasi-governmental subsidy which results in restrictions with respect to income or rent for
the rental of dormitory units within the Subject Property shall be in place with respect to the
Subject Redevelopment of the Subject Property during the Redevelopment Term. It is
understood that the provisions of this Subsection 5 are not intended to prevent a student
enrolled at Judson University from using a grant or scholarship to reduce, defray, or perhaps
eliminate the cost of the dormitory unit that would otherwise be remitted to Judson
University. Developer agrees that the Subject Redevelopment on the Subject Property shall
be maintained and remain as a 100% Market Rate Dormitory Building for a period of not
less than the Redevelopment Term.
6. Redevelopment to Remain on Subject Property. The Developer agrees that
except as otherwise agreed to by the City, the Subject Redevelopment on the Subject Property
- 12 -
shall be maintained and remain on the Subject Property for a period of not less than twenty-five
(25)years following the date of this Agreement(the"Redevelopment Term").
7. Assessment of Subiect Property. The City and the Developer agree that the
Subject Redevelopment of the Subject Property should be assessed for general real estate taxes in
the manner provided by Illinois Compiled Statutes as they may be amended from time to time,
This provision shall not be deemed to prevent the Developer or its successors or permitted assigns
from appealing or challenging assessments against the Subject Redevelopment on the Subject
Property which Developer or its successors or permitted assigns consider to be contrary to law.
Notwithstanding any other provisions of this Agreement to the contrary,in the event the Developer
conveys the Subject Property to a for profit entity during the Redevelopment Term,then any such
successor owner of the Subject Property during the Redevelopment Term shall not do any of the
following:
A. Request a full or partial exemption for general real estate taxes for any portion of the
Subject Property or the improvements thereon;
B. Request a partial or full abatement of general real estate taxes for any portion of the
Subject Property or the improvements thereon;
C. Request an assessment at a value not otherwise permitted by law.
8. Compliance with Laws.
Notwithstanding any other provisions of this Agreement it is expressly agreed and
understood by Developer and the City that in connection with the performance of this Agreement
and the redevelopment of the Subject Property with the Subject Redevelopment,including without
limitation, Developer's construction of dormitory units on the Subject Property, the Developer
shall comply with all applicable federal,state,city and other requirements of law. The City agrees
- 13 -
to waive and not require the Developer to pay any building permit fees,impact fees,water tap and
water meter fees,fire alarm and fire sprinkler permit fees,plan review fees,engineering fees and
occupancy permit fees, collectively referred to as "Development Fees," which would otherwise
be due and payable to the City in connection with the establishment of the Subject Project. Any
and all permit fees, impact fees, recapture fees, or other fees that may be due and owing to any
other governmental entity other than the City shall be paid by the Developer.Developer shall also
at its expense secure all permits and licenses,pay all charges and fees and give all notices necessary
and incident to the due and lawful prosecution of the work necessary to provide for the Subject
Redevelopment of the Subject Property as described in this Agreement.
9. Release and Termination of Easement Agreement.
In the event that the City hereinafter acquires all or a portion of the adjacent property
commonly known as 24 E. Chicago Street, Elgin, Illinois(hereinafter the "24 E. Chicago Street
Property"), and the City determines in its sole discretion that the 24 E. Chicago Street Property
should be redeveloped, or in the event the Developer determines in its sole discretion that the
Subject Property should be further redeveloped following the expiration of the Redevelopment
Term,then upon the written request of either party to the other party,the parties agree to and shall
release and terminate the easement agreement entitled"An Agreement Granting Certain Easement
Rights"dated June 27,2003,and recorded on July 30,2003,as Document No.2003K132333,and
re-recorded on October 8, 2003, as Document No. 2003KI85460 (collectively the "Subject
Easement Agreement"). For the purposes of this section,the redevelopment of the 24 E.Chicago
Street Property or the further redevelopment of the Subject Property shall include, but not be
limited to,the demolition or redesign of the parking structure improvements on the 24 E.Chicago
Street Property or on the Subject Property. Such release and termination of the easement agreement
- 14-
to be entered into between the City and Developer shall be executed by the parries and delivered
to the other party within sixty(60)days of either parry's written request to the other party to release
and terminate the Subject Easement Agreement and shall be in a form as set forth in Exhibit B
attached hereto. The City shall thereafter record such release and termination of the Subject
Easement Agreement.The provisions of this Section 9 constitute a covenant running with the land
consisting of the Subject Property, binding on the parties hereto, the successors in title of
Developer and all grantees, successors and assigns. The provisions of this section shall survive
any termination,completion and/or expiration of this Agreement.
10. Default. The City and Developer agree that an"Event of Default"shall be deemed
to have occurred with respect to either party if(a) such party materially breaches it obligations
hereunder and (b) such breach remains uncured for more than thirty(30) days following written
notice thereof to such breaching party by the other party;provided, however,that if the nature of
the breach is such that it cannot reasonably be completely cured within thirty(30)days of the date
of such notice,then so long as the notified party commences such cure within said thirty(30)days
and thereafter diligently pursues the completion of such cure in good faith, then such the party
shall not be deemed to have breached this Agreement and the other party shall not seek to enforce
any remedies against said notified party.
11. Remedies. Upon the occurrence of an Event of Default with respect to either party
(such party being hereafter referred to as the"Park,in Default"),the other party(in such context
the "Aurieved Party") shall, except as otherwise provided in this section, be entitled to pursue
any and all available remedies as specified herein or otherwise available at law, equity or
otherwise. Notwithstanding the foregoing or anything else to the contrary in this Agreement,with
the sole exception of an action to recover the Subject Development Monetary Assistance the City
- 15 -
has agreed to pay pursuant to the preceding Section 4 hereof,no action shall be commenced by the
Developer against the City for monetary damages. The parties hereto further agree that any action
by the Developer arising out of this Agreement must be filed within two(2)years of the date the
alleged cause of action arose or the same shall be time barred. Venue for the resolution of any
disputes or the enforcement of any rights pursuant to this Agreement shall be in the Circuit Court
of Kane County,Illinois. The provisions of this section shall survive any termination,completion
and/or expiration of this Agreement.
12. Time. Time is of the essence of this Agreement.
13. Notices. All notices herein required shall be in writing and shall be served on the
parties at the following addresses:
If to City: City of Elgin
Attn: Richard Kozal,City Manager
150 Dexter Court
Elgin,IL 60120
Email:kozal_r@cityofelgin.org
With copy to: William A.Cogley,Corporation Counsel
City of Elgin
150 Dexter Court
Elgin,IL 60120
Email: cogley_w@cityofelgin.org
If to Developer: Judson University—A Baptist Institution
Attn: Gene C.Cnune,President
Judson University
1151 N. State Street
Elgin,IL 60123
Email: gene.cnune@judson.edu
with a copy to: Benjamin Glunz
Anguleris
68 S.Grove Avenue
Elgin,11,60120
Email:bglunz@anguleris.com
Any such notices may be sent by (a) certified mail, return receipt requested, in which case notice
- 16-
shall be deemed delivered on the date of deposit,postage prepaid in the U.S.mail or(b)a nationally
recognized overnight courier, in which case notice shall be deemed delivered on the date of deposit
with such courier or(c)by email to the parties at the email addresses,in which case notice shall be
deemed delivered upon electronic transmission or (d) by personal delivery. The above addresses
and email addresses may be changed by notice to the other party;provided that no notice of a change
of address or email address shall be effective until actual receipt of such notice. Notice on behalf of
any party may be given by such party or its counsel to the other party and/or its counsel.
14. Interpretation. This Agreement shall be construed,and the rights and obligations
of the City and the Developer hereunder shall be determined in accordance with the laws of the
State of Illinois without reference to its conflict of laws rules.
15. Relationship of the Parties. This Agreement shall not be deemed or construed to
create an employment,joint venture,partnership or other agency relationship between the parties
hereto.
16. Failure to Enforce Provisions. The failure by a party to enforce any provision of
this Agreement against the other party shall not be deemed a waiver of the right to do so thereafter.
17. Amendments. This Agreement may be modified or amended only in writing
signed by both parties hereto, or their permitted successors or assigns as the case may be.
18. Entire Agreement. This Agreement contains the entire agreement and
understandings of the parties hereto with respect to the subject matter as set forth herein, all prior
agreements and understandings having been merged herein and extinguished hereby.
19. Joint and Collective Work Product. This Agreement is and shall be deemed and
construed to be a joint and collective work product of the City and the Developer, and, as such,
this Agreement shall not be construed against the other party,as the otherwise purported drafter of
- 17-
same, by any court of competent jurisdiction in order to resolve any inconsistency, ambiguity,
vagueness or conflict, if any,in the terms and provisions contained herein.
20. Assienment.
This Agreement shall be binding on the parties hereto and their respective successors,
successors in title, grantees and assigns and shall run with the land. A memorandum of this
Agreement shall be recorded by the City against the title of the Subject Property. This Agreement
and the obligations herein may not be assigned without the express written consent of each of the
parties hereto,which consent may be withheld at the sole discretion of either of the parties hereto.
21. No ConflictinL Interests. In compliance with 50 ILCS 105/3.1, Developer shall
provide the City with a written statement subscribed by an owner, authorized trustee, corporate
official, or managing agent of the Developer,under oath, disclosing the identity of every person
having an interest, real or personal, in the Developer and every equity owner entitled to receive
more than seven and one/half percent(7.5%)of the total distributable income of the Developer.
22. Indemnification. To the fullest extent permitted by law, Developer agrees to and
shall indemnify, defend and hold harmless, the City, its officials, officers, employees, attorneys,
agents, boards and commissions from and against any and all claims, suits, judgments, costs,
attorney's fees,damages or other relief,including but not limited to workers'compensation claims,
in any way resulting from or arising out of or alleged to be resulting from or arising out of the
negligent actions or omissions of the Developer in connection herewith, including negligent acts
or omissions of Developer's employees, agents,contractors or subcontractors in the performance
of the redevelopment work contemplated by this Agreement, or in any way resulting from or
- 18-
arising out of or alleged to be resulting from or arising out of any violation and/or breach of law
by the Developer or its employees or agents. In the event of any action against the City, its
officials,officers, employees, agents, attorneys, boards or commissions covered by the foregoing
duty to indemnify,defend and hold harmless,such action shall be defended by legal counsel of the
City's choosing. The provisions of this Section shall survive any termination,completion and/or
expiration of this Agreement.
23. No Liability. No past, present or future elected or appointed official, officer,
employee,attorney,agent or independent contractor of the City shall be charged personally or held
contractually liable under any term or provision of this Agreement including, but not limited to,
because of their negotiation, approval,execution or attempted execution of this Agreement.
24. Reports. Developer agrees to and shall provide to the City written reports on the
status of the Subject Redevelopment of the Subject Property. Such written reports shall be
provided to the City on a quarterly basis following the entry into this Agreement and shall continue
for five(5)years after the Completion Date.
25. AcknowledQement.
Developer,on behalf of itself and its successors,assigns,grantees and lessees of the Subject
Property hereby acknowledges the proprietary, necessity and legality of all of the terms and
provisions of this Agreement and does hereby further agree and does waive any and all rights to
any and all legal or other challenges or defenses to any of the terms and provisions of this
Agreement and hereby agrees and covenants on behalf of itself and its successors,assigns,grantees
and lessees of the Subject Property not to sue the City or maintain any legal action or defenses
against the City with respect to any challenges of the terms and provisions of this Agreement. The
- 19-
provisions of this paragraph shall survive any termination, completion and/or expiration of this
Agreement.
26. Counterparts and Execution. This Agreement may be executed in counterparts,
each of which shall be an original and all of which shall constitute one and same Agreement. This
Agreement may be executed by electronic signature, which shall be considered as an original
signature for all purposes and shall have the force and effect as an original signature. Without
limitation, "electronic signature" shall include faxed versions of an original signature or
electronically scanned and transmitted versions(e.g.,PDF)of an original signature.
27. This Agreement constitutes a covenant running with the land consisting of the
Subject Property,binding on the parries hereto,the successors in title of Developer and all grantees,
successors and assigns. The City shall record a memorandum of agreement placing of record the
terms,provisions and obligations of this Agreement.
IN WITNESS WHEREOF, the parties hereto have entered into and executed this
Agreement on the date and year first written above.
CITY OF ELGIN, a municipal corporation JUDSON UNIVERSITY — A BAPTIST
INSTITUTION,
an 11 ' is not-for-profit corporation
By. By:
David J.Wtain, kfayor Gene C.Crume,President
Attest:
City Clerk
Legal Dept\AgeementUudson University-Redevelop Agr-26-28 N.Grove-Clean-3-2-23.docx
-20-
EXHIBIT A
LEGAL DESCRIPTION OF SUBJECT PROPERTY
PARCEL ONE:
That part of Lot 3 in Block 20 of the original Town of Elgin of the East side of the Fox River
described as follows: BEGINNING at the Southeast corner of said lot;thence Northerly along the
Easterly line thereof 21 feet; thence Northwesterly to the point of intersection of a line drawn 29
feet Northerly of(measured at right angles)and parallel to the Southerly line of said Lot 3,with a
line drawn 20 feet Westerly of(measured right angles)and parallel to the Easterly line of said Lot
3; thence on a curve to the left having a radius of 129.19 feet to a point in a line drawn 36 feet
Northerly of(measured at right angles) and parallel to the Southerly line of said Lot 3, said point
being 59.17 feet Westerly(as measured along said parallel line)from the Easterly line of said lot;
thence continuing along said line measured 36 feet Northerly of and parallel to the Southerly line
of Lot 3 aforesaid, 119.42 feet to a point of curve; thence Westerly 39.66 feet on a curve to the
right having a radius of 408.22 feet to a point 94.07 feet Southerly of(measured at right angles)
the Northerly line of Lot 2 in Block 20 aforesaid;thence Westerly along a line tangent to the last
described curve 11.01 feet to a point in the East bank of Fox River; which point is 93.01 feet
Southerly of the Northerly line of said Lot 2; thence Southerly along the East bank of Fox River
to the South line of Lot 3; thence Easterly on said Southerly line to the point of beginning, in the
City of Elgin,Kane County,Illinois.
PARCEL TWO:
The Northerly 16 feet of Lot 4(except the Easterly 50 feet)and the Easterly 50 feet of the Northerly
57.68 feet of Lot 4 in said Block 20 of the original Town of Elgin on the East side of the Fox River
in the City of Elgin,Kane County,Illinois.
PARCEL THREE:
That part of Lot 4 in Block 20 of the original Town of Elgin, on the East side of Fox River,
described as follows: COMMENCING at the intersection of a line 16 feet Southerly of,measured
at right angles to the Northerly line of said Lot 4, with the Easterly line of said Lot 4; thence
Southwesterly along said line 50 feet for a place of beginning; thence Southeasterly parallel with
the Westerly line of North Grove Avenue 41 feet;thence Southwesterly parallel with the Northerly
line of said Lot 4, 175 feet to the Easterly bank of Fox River;thence Northerly along said Easterly
bank 41 feet to a line drawn parallel with and 16 feet Southerly of,measured at right angles to the
Northerly line of said Lot 4; thence Northeasterly along said line 174.35 feet to the place of
beginning,in the City of Elgin, Kane County,Illinois.
Common Address: 26-28 North Grove Avenue,Elgin, IL 60120
PIN: 06-14-282-004
-21 -
EXHIBIT B
FORM OF RELEASE AND TERMINATION OF EASEMENT AGREEMENT
This Release and Termination of Easement Agreement is made and entered into this
day of _ , 20 , by and between the City of Elgin, an Illinois municipal
corporation,[or its successor in interest]as the owner of the property commonly known as 24 East
Chicago Street, Elgin, Illinois 60120, and more particularly described below (the "City"), and
Judson University, a Baptist Institution, an Illinois not-for-profit corporation, [or its successor in
interest] as the owner of the property commonly known as 28 North Grove Street, Elgin, Illinois
60120, and more particularly described below("Judson University").
WHEREAS, the City of Elgin [or its successor in interest] is the owner of the property
commonly known as 24 East Chicago Street, Elgin, Illinois 60120 and described in Exhibit A in
the attached hereto (the"24 East Chicago Street Property", also formally known as the Bank One
Property); and
WHEREAS, Judson University [or its successor in interest] is the owner of the property
commonly known as 28 North Grove Street,Elgin,Illinois 60120 and legally described in Exhibit
B in the attached hereto (the "28 North Grove Street Property", also formally known as the EFS
Property); and
WHEREAS, the 24 East Chicago Street Property and the 28 North Grove Street Property
are adjacent properties; and
WHEREAS, the predecessor owners of the 24 East Chicago Street Property and the 28
North Grove Street Property previously entered into an easement agreement granting certain
easements dated June 27,2003, and recorded on July 30,2003, as Document No. 2003K132333,
and re-recorded on October 8, 2003, as Document No. 2003KI85460 (collectively the "Subject
Easement Agreement");and
WHEREAS, the City and Judson University have agreed to release the access easements
over one another's adjacent properties and to release and terminate the Subject Easement
Agreement.
NOW,THEREFORE,for and in consideration of the mutual undertakings set forth herein,
and the mutual undertakings set forth in the Redevelopment Agreement between the City and
Judson University regarding the 28 North Grove Street property dated 120
and other good and valuable consideration, the receipt and sufficiency of which is hereby
acknowledged,the parties hereto agree as follows:
1. That the City[or its successor in interest]as owner of the 24 East Chicago Street Property,
and Judson University[or its successor in interest] as owner of the 28 North Grove Street
Property,hereby agree and do release and terminate all rights to all access easements over
the other party's property and hereby agree that the Subject Easement Agreement dated
June 27, 2003, and recorded on July 30, 2003, as Document No. 2003K132333, and re-
-22 -
recorded on October 8, 2003, as Document No. 2003KI85460,be and is hereby mutually
released and terminated in its entirety.
2. This Release and Termination Agreement shall be binding on the parties hereto and their
respective successors and assigns with respect to the 24 East Chicago Street Property and
the 28 North Grove Street Property.
3. This Release and Termination Agreement shall be recorded by the City of Elgin.
IN WITNESS WHEREOF, the parties hereto have entered into and executed this Release
and Termination Agreement as the date near first written above.
CITY OF ELGIN, a municipal corporation
By:
Mayor
Attest:
City Clerk
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 David Kaptain personally known to me to be the same
person and the Mayor of the City of Elgin, and Kimberly Dewis _ personally known
to me to be the same person and the City Clerk of the City of Elgin,whose names are subscribed
to the foregoing instrument, appeared before me this day in person, and acknowledged that they
signed, sealed and delivered the said instrument as their free and voluntary act, for the uses and
purposes therein set forth.
Given under my hand and official seal this 12th day of April _ ,20 23
Notary Public
-23 -
JUDSON UNIVERSITY—A BAPTIST INSTITUTION,
an Illinois not-for-profit corporation
By: a ax4.'-'
Its President
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 01CyIC. �-,_Cj r,, __ personally known to me to be the same
person and the President of Judson University, whose name is subscribed to the foregoing
instrument, appeared before me this day in person, and acknowledged that he signed, sealed and
delivered the said instrument as his free and voluntary act, for the uses and purposes therein set
forth.
Given under my hand and official seal this a g day of Ko r c h ,20�L,.
Notary Public
OFFICIAL SEAL
TENA M ROBOTHAM
NOTARY PUBLIC,STATE OF ILUNOIS
My Commission Expires 5/17/24
-24 -
EXHIBIT A
BANK ONE PROPERTY
SITUATED IN THE CITY OF ELGIN,KANE COUNTY,ILLINOIS,DESCRIBED AS
THE FOLLOWING:
PARCEL 1:THAT PART OF LOTS 4,5 AND 6 IN BLOCK 20 OF THE ORIGINAL
TOWN OF ELGIN ON THE EAST SIDE OF FOX RIVER AND PART OF VACATED
CHICAGO STREET LYING SOUTHERLY OF AND ADJOINING SAID BLOCK 20,
DESCRIBED AS FOLLOWS:BEGINNING AT THE POINT OF INTERSECTION OF
THE SOUTHWESTERLY LINE OF NORTH GROVE VENUE WITH THE
NORTHERLY LINE OF EAST CHICAGO STREET; THE ORTHWESTERLY
ALONG SAID SOUTHWESTERLY LINE 157.32 FEET; CE SOUTHERLY
ALONG SAID SOUTHWESTERLY LINE 157. T; THENCE
SOUTHWESTERLY AT RIGHT ANGLES TO S S Y LINE OF
NORTH GROVE AVENUE,44.99 FEET;THENCE RLY PARALLEL
WITH THE SOUTHWESTERLY LINE OF NORTH 3.56 FEET,
THENCE SOLTIRWESTERLY ALONG A L F AN ANGLE OF 88
DEGREES 40 MINUTES 00 SECONDS TQk A PROLONGATION
OF THE LAST DESCRIBED COURS , firNCE NORTHWESTERLY
PARALLEL WITH THE SOUTHWES 'NORTH GROVE AVENUE,
82.68 FEET TO A POINT WHI UTKEASTERLY, MEASURED
ALONG A PROLONGATION OF CRIBED COURSE, FROM THE
NORTHWESTERLY LINE OF SAID BLOCK 20; THENCE
SOUTHWESTERLY PARAId EL ORTHWESTERLY LINE OF LOT 4,
179.1 FEET TO THE EA ANK OF FOX RIVER; THENCE
SOUTHEASTERLY ALONG +' Y BANK OF THE PRESENT
f NORTHERLY L NE OF EAST G 1 ADO STREET; THENCE NORTHEASTERLY
i! ALONG SAID NORTH LW 76.05 FEET TO AN ANGLE IN SAID
NORTHERLY L I
TERLY ALONG SAID NORTHERLY DNE U
FEET TO A PO TERLY OF THE POINT OF BEGINNING AS
r MEASURED ALAS �NORTHERLY LINE OF SAID EAST CHICAGO
STREET; T1 �AT RIGHT ANGLES TO SAID NORTHERLY LINE,
BEING A �Y LINE OF LOT 6 OF THE ASSESSOR'S
SUBDIVISION OF�LOT 6 IN BLOCK 20, 54 FEET TO THE NORTHWEST
CORNER THEREOF': -_61ENCE NORTHEASTERLY ALONG THE NORTHERLY
LINE OF SAID LOT 6 OF ASSESSOR'S SUBDIVISION TO THE NORTHEAST
CORNER THEREOF;THENCE SOUTHHERLY ALONG THE EASTERLY LINE OF
SAID LOT 6 OF ASSESSOR'S SUBDIVISION TO SAID NORTHERLY LINE OF
EAST CHICAGO STREET; THENCE EASTERLY ALONG SAID NORTHERLY
LINE, 71.3 FEET TO THE POINT OF BEGINNING, EXCEPTING THEREFROM
ANY PART OF LOT 4 THEREOF LYING ABOVE A HORIZONTAL PLANE 732.0
FEET ABOVE ELGIN CITY DATUM AS CONVEYED TO THE CITY OF ELGIN,
ILlJNOIS BY INSTRUMENT RECORDED DECEMBER 4, 1964 AS DOCUMENT
NO.1036269,IN KANE COUNTY,ILLINOIS.
POOR ORIGINAL
8"order Not Responsible
For Reproductions Q
SO/zO'd 9T014202T£T6 01 ES99 at,? K9 M9.3140 *te 2td 60:9T MW a Nlf I
-25 -
PARCEL 2: THAT PART OF LOTS 5 AND 6 IN BLOCK 20 OF THE ORIGINAL
TOWN OF ELGIN, ON THE EAST SIDE OF FOX RIVER, DESCRIBED AS
FOLLOWS: BEGINNING AT A POINT ON THE WESTERLY LINE OF NORTH
GROVE AVENUE,198.32 FEET NORTHWESTERLY OF THE INTERSECTION OF
SAID WESTERLY LINE WITH THE NORTH LIME OF CHICAGO STREET;
THENCE SOUTHEASTERLY ALONG THE WESTERLY LINE OF SAID NORTH
GROVE AVENUE,41 FEET;THENCE SOUTHWESTERLY AT RIGHT ANGLES TO
SAID SOUTHWESTERLY LINE OF NORTH GROVE AVENUE, 44.99 FEET;
THENCE NORTHWESTERLY PARALLEL WITH THE SOUTHWESTERLY LINE
OF NORTH GROVE AVENUE,3.56 FEET; THENCE SOUTHWESTERLY ALONG
A LINE FORMING AN ANGLE OF 88 DEGREES 40 MINUTES 00 SECONDS TO
THE LEFT WITH A PROLONGATION OF THE LAST DESCRIBED COURSF- 5
FEET; THENCE NORTHWESTERLY PARALLEL WITH tilt 50UTHwESTERLY
LINE OF NORTH GROVE AVENUE TO A IRE DRAWN ItPENDICULAR TO
THE WESTERLY LINE OF NORTH GROVE AVENL �TU POINT OF
BEGINNING; THENCE NORTHEASTERLY G' ENDICULAR
LINE,40 FEET TO THE POINT OF BEGINNING, tr ,ILLINOIS.
PARCEL 3: THAT PART OF LOTS 4 AND 5 OF THE ORIGINAL
TOWN OF ELGIN ON THE EAST S F R, DESCRIBED AS
FOLLOWS: BEGINNING AT A PO FyF TERLY LINE OF RIVER
STREET, 198.32 FEET NORTHWEST T INTERSECTION OF SAID
STREET LINE WITH THE NO 0'\CHIICAG0 STREET; THENCE
NORTHWESTERLY ALONG THIS OF SAID RIVER STREET 41
FEET; THENCE SOUIHWESTERL ANGLES TO SAID STREET, 50
FEET;THENCE SOUTHEASTERL L WITH THE WESTERLY LINE OF
SAID RNER STREET 41 FEE ; NORTHEASTERLY 50 FEET TO THE
POINT OF BEGINNING,IN t ,ILLINOIS.
PARCEL 4: LOT 6 OF R'S SUBDIVISION OF LOT 6 IN BLOCK 20
OF THE ORIGFI GIN ON THE EAST SIDE OF FOX RTIF,R, IN
KANE COUNTY, )
POGfi af71G!.gAL
Reoorder Not Re6poraibis
For Reproductiorm
S0i£0'd 9T0T+at'zT£T5 01 E999 SVZ K9 Mb-I 3N0 *#J8 �U 60:ST £00z Z 4U
-26-
EXHIBIT B
EFS PROPERTY
PARCEL ONE: THAT PART OF LOT 3 TN BLOCK ZO OF THE ORIGINAL
TOWN OF ELGIN ON THE.BAST SIDE OF THE FOX P,IV=R DESCRIBED A.Q
FOLLMS: 33GINNIUG ^T THE 3CUTHEXST CORNER ?F 5AIA LOT; TnUCZ
YOP.TIi:;P.LY ALONG 7'4v EASTERLY LINE THEPLUF 11 i.-LET; rKENCE
NORTHWESTERLY TO THE POINT OF ZIRMSECTION OF A LINE DRAWN 29
FEET NORTHERLY OF (MEASURED AT RIGHT ANGLES) AND PARALLEL TO
THE SOUTHERLY LINE OF SAID LOT 3, WrTAR A LINE DRAD T 20 PEET
WESTERLY OF (MEASURED AT RICidT ANGLES) AND P TO.TfIF
EASTERLY LINE OF SAID LOT 3_ THENCE ON A \TO THE LEFT
HAVING A RADIUS OF 129.19 FEET TO A POINT IN T,1Na DRAWN 3C
FEET NORTHERLY OF (MEASURED AT RIGHT ANGLES) ARALLF- TO
THE SOUTHERLY LINE OF SAID LOT 3., SAID POI 59.17 FEET
WESTERLY (AS MEASURED ALONG SAID 4 L THE
EASTERLY LINE OF BAID LOT; THENCE CO, SAID LINE
)'16A.SURED 36"FEET NORTHERLY OF AND P SOUTHEMLY
LINE Or LOT 3 AFORESAID, 129.42 FEET OF CURVE;
TIMCE WESTERLY 39.66 FEET ON A rGET RAVING A
RADIUS OP 400.22 FEET TO A POI. 94 0 2r 8OUTHBRLY OF
%6ASMW AT RIGHT ANGLES) LUIS OF LOT 2 IN BLOCK
20 AFORESAID; TWEICT WESTSRL TANGENT TO THE LAST
DESCRIBED CURVE 12.01 FEET THE EAST SA X OF PDX
RIVER, VNICB POINT IS 93. 5 Y OF Tim NORTHERLY
LINE 08 SAID LOT 2; TRENCH, 272E PAST HANK•OF FOX
RIVER TO THE SOUTH LIM OF 3 BASTBRLY ON sA=D.
SOUTHERLY LINE TO TH PO F IN TFLB,CITY QP ELGIN,
KAM COUNTY, ILLINOIB.
PARCEL-TWO. THE NORTH PZRI OF LOT 4 (EXCEPT THE
EASTERLY 50 PSET) Y BO FE,6T OF THE NORTHERLY
57.68 FEST OF LOT D- 20 OF TBE ORIGINAL TOWN OF
=3:N ON I= T/ TFIS FOIL RIVER IN THE CITY OF EI.QIN,
BANS co==17, I
PARCEL TF. s T OF LOT a IN ILO= 20 QF .TRE ORIGINAL
TOWN OF I RUT 8I118 OF POLL RIVER, DSSCRSSSD AS
FOLLOWS: AT TUB INTERSECTION OF A LINE 16 FEET
SOUIURLY ORED AT RIGHT ANGLES TO TgR*woRT=mT LING OF
SAID LOT 4, WS2L, EASTERLY LINE OF SAID LOST 4, THENCE
SOUTEWESTBRLY ALONG RAID LZNB 50 FEET FOR A PLACE OF 23013 NING;
THENCE SOtTTHWTBRLY PARALLEL WITH TE£ MSTMLY LINE OF NORTH.
GRCV3 AVENUE 41 FEET; TSODR'S SOUTENUTERLY PARALLEL WITH TE8
NORTHERLY LINE OF SAlp LOT 4, 175 FEET TO TIM EASTERLY &UK OF
FOX RIVER; THENCE NORTIOMY ALONG SAID EASTERLY SANK 41 17;ET TO
A Ll= DUM PARALLn WITH AND 16 FIST SOUTHERLY OF, MEASURED
AT RIGHT ANGLES TO TER NOR:CSSRLY LINE OF SAID LOT 4; THENM
NORTH£AST"Z7 ALONG SAID LINE 174.35 FEET TO T98 PLACE OF
r,
HHGI wn*. TN TxE CITY OF BEGIN, IU►Dl8 LLINOIs.
Member No. OPT
1670 10391356 slawtm OF ATTORNEY
POOR ORIGINAL
Recorder Not RWarrfbis
SOibB'd 9Teli6&ZT£T6 OL ZS99 8bZ bI9 ForRaMducflam f
----�••� Pk n 3N0 >w aj 60:Si £00Z 2z qjr l
-27-