HomeMy WebLinkAbout94-174 Resolution No. 94-174
RESOLUTION
CONSENTING TO ROAD MATERIALS CORPORATION ASSIGNMENT OF
MINING AGREEMENTS TO PRAIRIE MATERIAL SALES, INC.
WHEREAS, the City of Elgin and Road Materials Corporation
have entered into a mining contract on October 28, 1985,
relating to gravel extraction on the city owned sports complex
property; and
WHEREAS, the City of Elgin and Road Materials Corporation
entered into an Addendum to the Gravel Extraction and
Rehabilitation Contract on April 27 , 1994 , relating to
limestone extraction on the same city property; and
WHEREAS, Road Materials Corporation desires to sell its
mining and aggregate business to Prairie Material Sales, Inc. ,
an Illinois corporation, and assign all of its interest and
obligations in the mining contracts to Prairie Material Sales,
Inc. ; and
WHEREAS, the city has the right to consent or approve of
said assignment, which consent shall not be unreasonably
withheld; and
WHEREAS, the city has determined that it is in the best
interests of the City of Elgin to agree to said assignment.
BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF ELGIN,
ILLINOIS, that the City of Elgin hereby approves and consents
to the proposed Assignment and Assumption Agreement by Road
Materials Corporation, a Delaware corporation, to Prairie
Material Sales, Inc . , an Illinois corporation, dated July 15,
1994 , a copy of said agreement being attached hereto.
s/ George VanDeVoorde
George VanDeVoorde, Mayor
Presented: July 13, 1994
Adopted: July 13, 1994
Vote: Yeas 5 Nays 0
Attest:
s/ Dolonna Mecum
Dolonna Mecum, City Clerk
1
/L
I
ASSIGNMENT AND ASSUMPTION OF MINING AGREEMENTS
This Assignment and Assumption Agreement made and entered into
this 15th day of July, 1994, by and between Road Materials
Corporation, a Delaware corporation, with offices in Algonquin,
Illinois (hereinafter referred to as the "Assignor" ) and Prairie
Material Sales, Inc. , an Illinois corporation, authorized to do
business in the State of Illinois (hereinafter referred to as the
"Assignee" ) ,
WITNESSETH
WHEREAS, the City of Elgin and Road Materials Corporation have
entered into a mining contract on October 28, 1985, relating to
gravel extraction on the City-owned Sports Complex property; and
WHEREAS, the City of Elgin and Road Materials Corporation
entered into an Addendum to said Gravel Extraction and
Rehabilitation on April 13, 1994, relating to limestone extraction
on the same City-owned property (the original gravel extraction
contract of October 28, 1985, and the Addendum thereto relating to
limestone extraction dated April 13, 1994, both hereinafter
referred to as the mining agreements" ) ; and
WHEREAS, Assignor and Assignee have entered into an agreement
whereby Assignee is acquiring the mining and aggregate business of
Assignor; and
WHEREAS, Assignor and Assignee desire to execute and deliver
this Assignment and Assumption of the Mining Agreements to effect
j
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the assignment of Assignor's interest in the mining agreements to
the Assignee; and
WHEREAS, the City of Elgin has approved the assignment of the
Assignor' s interest in the mining agreements to the Assignee by
virtue of a resolution passed by the City Council of the City of
Elgin on July 13, 1994 .
NOW, THEREFORE, the parties hereby agree as follows:
1 . Assignor hereby assigns to Assignee all of its right,
title and interest in and to the mining agreements with the City of
Elgin.
2 . Assignee hereby assumes all of Assignor's obligations
under the subject mining agreements. Assignee agrees that it is
liable for all obligations to the City of Elgin arising under the
mining agreements.
3. This Assignment and Assumption Agreement shall be deemed
effective as of July 15, 1994 .
IN WITNESS WHEREOF, the parties hereto have executed this
Assignment and Assumption Agreement as of the date first written
above.
ASSIGNOR: ASSIGNEE:
ROAD MATERIALS CORPORATION, PRAIRIE MATERIAL SALES, INC. ,
a Delare co poration an Illinois corporation
By: � • fe
By: !
retiifa' i I
2
STATE OF ILLINOIS )
) SS.
COUNTY OF Cook
1, Alan Rauh Orschel , a Notary Public in and for said
county and state, do hereby certify that William A. Melahn,
personally known to me to be the President of Road Materials Corp.
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 as such President he signed and
delivered the said instrument as his free and voluntary act and as
the free and voluntary act of the corporation, for the uses and
purposes therein set forth.
Given under my hand and official seal, this ! ' d y of July,
1994 .
Notary Pu. is
My commission expires:
September 15, 1995 "OFFICIAL SEAL"
ALAN RAUH ORSCHEL
Notary Public, State of Illinois
My ComMIssian Expires Sept. 15. 1995
aes•
STATE OF ILLINOIS )
SS.
COUNTY OF Cook
1, Alan Rauh Orschel , a Notary Public in and for said
county and state, do hereby certify that Jack Oremus
personally known to me to be the President of Prairie
Material Sales, Inc. 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 as such
President she signed and delivered the said instrument as her free
and voluntary act and as the free and voluntary act of the
corporation, for the uses and purposes therein set forth.
Given under my hand and official seal, this 18th day of July,
1994 . C>,1/'
Notary Public
My commission expires:
September 15, 1995 "OFFICIAL SEAL"
ALAN RAUH ORSCHEL
uF:\CLIENTS\R\ASSIANDA.DOC Notary Public, State of Illinois
My CpmmISS Otl Expires Sept. 15. 1995
3
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AGREEMENT
Gravel Extraction/Rehabilitation
WHEREAS, the City of Elgin (hereafter Owner) is an Illinois municipal corporation
and a home rule unit pursuant to the Constitution and laws of the State of Illinois; and
WHEREAS, Giertz-Melahn Asphalt Company of South Elgin, Illinois (hereafter
Giertz-Melahn) is a corporation organized and registered under the laws of the State of
Delaware; and
WHEREAS, Road Materials Corporation of Algonquin, Illinois (hereafter Operator)
is a corporation organized and registered under the laws of the State of Delaware; and
WHEREAS, Owner and Giertz-Melahn have previously entered into an agreement
wherein Giertz-Melahn agreed to construct certain public improvements (road and
parking lot); and
WHEREAS, in consideration for such public improvements Elgin agreed to enter
into an agreement wherein Giertz-Melahn or its designee would be permitted to extract
gravel materials from certain real property owned by the Owner or to pay Giertz-Melahn
the sum of $250,495.00; and
WHEREAS, Owner and Giertz-Melahn and Operator have reached agreement
wherein Operator would conduct extraction and reclamation activities on Owner's
property pursuant and subject to the terms and conditions contained herein.
NOW, THEREFORE, in consideration of the mutual promises covenants and
conditions contained herein the parties agree as follows:
TABLE OF CONTENTS
Page
Section 1--Description of Project 3
A. Geologic Information 3
B. Site Characteristics 3
C. Examination of Site and Contract Documents 3
Section II--General Conditions 4
A. Contract Documents 4
B. Description of Operation 5
C. Elevations and Locations 8
D. Term 8
E. Records 9
F. Utilities and Services 1
G. Vacating the Operating Area 1
H. Insurance Bonds—Hold Harmless 1
I. Minimum Payment--Credit 2
J. Royalty 3
K. Failure to Perform--Default 4
L. Miscellaneous 4
Section III--Operating Controls 5
A. Activities Allowed on Site 5
B. Site Security 6
C. Extraction--Soil Handling, Procedure and Sequence 6
D. Access 6
E. Maximum Operating Area 7
F. Hours of Operation 7
G. Dust and Noise Control 7
H. Water Management 8
I. Conformance with Existing Legislation 20
J. Temporary Screening Berms 20
K. Relocating Existing Utilities 21
L. Rehabilitation Integrated with Extraction 21
M. Miscellaneous 21
Section IV--Rehabilitation 22
A. Definition 22
B. Topsoil Handling 22
C. Final Landform 23
D. Imported Fill Material 23
E. Final Soil Densities 24
F. Fine Grading 24
G. Below Water Topsoil 25
H. Planting 25
I. Water Bodies 26
J. Acceptance of Rehabilitated Areas by the City 26
2
Section I--Description of Project
A. GEOLOGIC INFORMATION:
This project is based on information provided in a report titled "Evaluation of
the Sand and Gravel Resource, Elgin State Hospital Property, Elgin, Illinois", by Dunn
Geoscience Corporation of Latham, New York, and dated July 20, 1979. The limits of
the various gravel deposits, as shown in plan and section, are taken from that report.
Operator has reviewed this document and the information contained therein.
B. SITE CHARACTERISTICS:
The site is approximately 407 acres in extent, was formerly part of the Elgin
Mental Health Center facility, is currently in agricultural use and is located on the south
edge of the City of Elgin bounded on the north by Highway 20, on the east by the Elgin
Mental Health Center and on the west by McLean Boulevard. The work of this project
consists of planned extraction and sale of sand and gravel, from a number of separate
deposits within the site, and rehabilitation of the extracted site to be a preplanned form
for park and open space purposes.
C. EXAMINATION OF SITE AND CONTRACT DOCUMENTS:
Operator has visited the site of the proposed work, fully acquainted and famil-
iarized himself with the conditions as they exist and the character of the operations to
be carried on under the proposed contract, and has made such investigation as he deemed
necessary to fully understand the facilities, physical conditions and restrictions attending
the work under the contract. Operator has also thoroughly examined and become
familiar with the drawings, specifications, associated bid documents and the addenda, if
any, and the site, and has, from his own investigation, satisfied himself as to the nature
and location of the work, the general and local conditions, and all matters which may in
any way affect the work or its performance, and that as a result of such examination and
investigation he fully understands the intent and purpose of the documents and conditions
of bidding.
3
Section Il—General Conditions
A. CONTRACT DOCUMENTS:
I. The contract documents shall consist of the General Contract for Gravel
Operation and Project Reclamation between the City of Elgin and and all sections, and
all exhibits thereto.
2. The following are expressly made a part of the contract documents as
exhibits as if the same were set out in full herein.
o. Exhibit A - Plans and specifications prepared by William E. Coates
and Associates Ltd. consisting of 12 pages which include a title page and the
following sheets:
Sheet I Site Conditions
Sheet 2 Extraction Strategy
Sheet 3 Extraction Form
Sheet 4 Final Landform
Sheet 5 Surface Treatment
Sheet 6 Section I
Sheet 7 Section 2
Sheet 8 Section 3
Sheet 9 Haul Road Entrance and Park Road Screening
Sheet 10 Park Entrance Design
Sheet 11 Master Plan
Note: Sheets 9, 10 and I I show work not in the contract and
are included for information purposes only. The material
contained on Sheets I - 8 apply only to the extent that they
contain information and material relevant to operators work
in the operating area shown on Exhibit B.
b. Exhibit B - Site map showing the location of the operating area.
4
c. Exhibit C - Insurance coverage and limits to be secured by operator
naming owner as co-insured.
3. The contract documents shall constitute the contract. Operator shall
cause his activity to be in compliance with the contract, including all exhibits thereof
and any instructions or conditions contained on said exhibits.
Note: Where reference is made in these contract documents
to Sheet I, Sheet 2, etc., references is to sheets contained in
Exhibit A.
B. DESCRIPTION OF OPERATION:
I. The character of the site and the nature of the operation intended are
shown on the following drawings previously described as constituting Exhibit A. The
drawings, together with these specifications, describe the scope, type and progression of
activities to be undertaken.
Sheet 1 Site Conditions
Sheet 2 Extraction Strategy
Sheet 3 Extraction Form
Sheet 4 Final Landform
Sheet 5 Surface Treatment
Sheet 6 Section I
Sheet 7 Section 2
Sheet 8 Section 3
Sheet 9 Haul Road Entrance and Park Road Screening
Sheet 10 Park Entrance Design
Sheet 11 Master Plan
Note: Sheets 9, 10 and I I show work not in the contract and
are included for information purposes only.
2. Only a portion of the site is to be available to the operator for extraction
and subsidiary activities. This area, previously defined and hereafter referred to as the
5
operating area, consist of that portion of the site shown on Exhibit B. Operators
activities on site, including but not limited to, extraction, processing and storage shall be
confined to the operating area. The operating area is generally located in the southeast
part of the site and is bordered on the east and south by the site boundaries; on the north
by the east/west road (hereafter referred to as cemetery road) leading from the Elgin
Mental Health Center through mining area "F" as shown on Sheet I of Exhibit A; and on
the west by the lime sludge lagoons of the owner. The operating area includes mining
areas "D" and "E" and that portion of the mining area "F" located south of the
aforedescribed cemetery road, as contained within the limit lines shown on Sheet I of
Exhibit A. Operator shall have the exclusive right to conduct gravel extraction in the
operating areas. Provided, however, in the event owner grants to any other party the
right to extract gravel from that portion of the site not included within the operating
area, operator shall have the right to terminate this agreement provided further that 0.1
V
at this time k•_
upon such termination operator shall pay owner all monies due owner/under this
agreement and shall complete or cause the completion of all rehabilitation of any areas
upon which any operations have taken place per operator's annual operating plan.
3. It is expressly understood between the parties that Exhibit A was prepared
in anticipation of conducting a mining/reclamation project throughout the entire site.
Due to various considerations, owner has elected, at this time, to limit the
mining/reclamation activities to the operating area shown on Exhibit B and described
above. Any work including berming, fencing, excavation and sequencing shown on
Exhibit A for portions of the site other than the operating area shall be considered for
informational purposes only as a possible scheme for future operations. Operator's
activities shall conform to the requirements of Exhibit A to the extent such exhibit
applies to the activities within the operating area and shall include, but is not limited to,
the notes contained in the right hand margin and the site management sequence
6
contained on Sheet 3. A provision of Exhibit A shall be deemed to apply to the operating
area unless it describes or applies to work to be done exclusively outside of the operating
area. Reference to various parts of Exhibit A contained within this agreement shall be
deemed to refer to the Exhibit A only to the extent that it applies to the operating area.
4. The plans and specifications are a "best possible" documentation of
complex sand and gravel deposits and a projection of landforms anticipated to be created
through extraction of the aggregate deposits. Geological investigation was limited to a
specific number of drill holes and cannot be considered to be exhaustive. The exact
limits and depths of various formations will not be fully known until extraction takes
place. It is anticipated that the actual excavations produced will vary somewhat from
those shown on Sheet 3.
5. If major differences develop, during the course of the project, between
the limits of the deposits as shown in plan and as revealed in excavation, the operator
and the city will negotiate a revised operation and rehabilitation plan. The plans
represent an intent and a strategy rather than a precise, dimensionally accurate,
engineered earthwork.
6. The operator is to be fully responsible for all aspects of aggregate
extraction, processing and sale, creation of the final landform, some portions of
rehabilitation planting, construction and maintenance of haul roads, a specific area of
site screening and a few other matters as detailed herein.
7. Portions of the site located directly to the west of the operating area is
currently in use as lime sludge disposal lagoons. This use will continue throughout the
life of the project and no aggregate operations are to take place within the lime sludge
lagoon limits.
8. There is being developed a sports field and park access road in the north
central part of the site. This area lies outside the operator's work area so no conflict
7
with aggregate operations is anticipated. Upon completion of the sports field facilities
public use of that portion of the site will begin and continue on throughout the extraction
period. The sports field access road, shown on Sheets 2 and 9 will not be available to the
operator.
9. A cemetery exists within the site and is identified as such on Sheet I.
This use will continue indefinitely. The operator shall be required to provide continual
access to the cemetery. The operation shall permit the Illinois Department of Mental
Health and Developmental Disabilities or any designated agent or employee of said
Department access to the cemetery at all reasonable times.
C. ELEVATIONS AND LOCATIONS:
The city will provide a bench mark, based on geodetic datum, on the site as
well as staked definition of the site boundaries. The operator shall be responsible for
setting working elevations based on the project bench mark. Operator shall cause these
elevations to be properly set by survey, documented and be available for city inspection
as requested. It shall be the responsibility of the operator to maintain proper setbacks
from property lines, proper elevations and gradients to achieve the final landform and to
locate final landform features in the positions shown in the plan.
D. TERM:
This agreement shall be for a term of seventeen (17) consecutive contract
years. The seventeen contract years shall be seventeen calendar years beginning
January I , 1986 and ending December 31 , 2002. Contract years shall run January I to
December 31.
Contract Year Calendar Year
1 986
2 987
3 988
4 989
5 990
6 991
7 992
8 993
8
9 994
0 995
I 996
2 997
3 998
4 999
5 2000
6 2001
7 2002
E. RECORDS:
I. The operator shall provide to the city documentation of quantities of
material removed from the site in the form of scale tickets submitted monthly.
Operator shall cause accurate measurements to be made of all materials excavated and
sold from the operation and shall take such action as may be necessary to ensure that all
materials sold are accounted for and that the scales and other measuring devices used
are accurate, properly maintained and properly utilized.
2. The operator shall produce a yearly report for submission to the city in
plan form, showing extent of extraction, location of working faces, location and extent
of processing and stockpile areas and location and extent of rehabilitated areas.
3. The operator and the city will note changes or variations in the operation
and rehabilitation sequence as well as areas of completed work transferred from the
operator to the city.
4. An annual operating plan which shall show the operator's operational and
reclamation plans for the next calendar year shall be submitted for review and approval
by the owner no later than February I of each year of the agreement. The owner shall
consider the operator's past performance and proposed plans and compare those with the
requirements herein and shall not unreasonably deny the approval of the operating plan.
All work shall be in compliance with such approved annually operating plan unless
variation is approved by owner in writing. Operator's annual operating plan shall include,
but is not limited to, the follow information:
9
a. Equipment to be used within the operating area for extraction,
processing, crushing, hauling, conveying, stripping, reclaiming and other activities
of contractor on site. Such description shall include the manufacturer and model.
b. Method of erosion and dust control to be employed on exposed lake
slope of area "F".
c. Water source for proposed mining operations.
d. Dust suppression system for crushing and screening operations.
e. Dust suppression methods for roads and stockpiles.
f. Noise suppression measures at face and for crushing and screening
operations.
g. Construction of settling ponds and discharge point, if any.
h. Waste water processing and plan for water recirculation.
i. Manner and type of processing operation to be conducted on site (i.e.,
permanent or temporary).
j. Building and plant sites. The location of all structures and buildings
shall be generally located and indicated on the site map furnished with the annual
operating plan.
k. Plan for conveying materials from operating face to processing site. •
I. Location and size of gravel stockpiles.
m. Temporary screening berms location and size (sill J)
n. Location of supplemental excavation and waste material disposal
area.
5. Operator's records regarding the accuracy of the scale used as well as the
removal and sale of materials from the operating area shall be available to the
designated representatives of owner quarterly or upon 48 hours notice.
10
F. UTILITIES AND SERVICES:
The operator shall provide all his own services, water, electricity, telephone,
sanitary and other waste disposal. He will be allowed to develop a well on site for supply
of process and potable water.
G. VACATING THE OPERATING AREA:
The operator shall completely vacate the project operating area, removing all
his equipment, material, supplies and structures within six months of the completion of
extraction and rehabilitation operations or termination of a contractual agreement
between the operator and the city, whichever comes first.
H. INSURANCE BONDS--HOLD HARMLESS:
I, Throughout the term of this agreement, operator shall maintain in full
force and effect insurance with those coverages and in amounts not less than as specified
in Exhibit C, and in companies licensed to conduct business in Illinois which possess an
"A" policyholders rating or better and a minimum class "XII" financial size category, as
listed in the most recent A.M. Best Insurance Reports. Each insurance policy must
include the owner as an additional insured. and must be caderscd cis printeryfnon-
contributory to any '- - =- - -• - - - _ - - - - - hto
A certificate of insurance on an approved form musY be delivered to the
owner prior to the commencement of any work. Such certificate must state that
coverage will not be cancelled, non-renewed or reduced without thirty days advance
written notice by registered mail to the owner.
The insurance requirements, as specified in Exhibit C, are subject to
annual review and adjustment by the owner.
2. Upon approval of operator's annual operating plan, as provided in
Section II(EX4) above, operator shall post a completion bond in favor of the city equal to
one hundred and ten percent of the estimate of costs necessary to complete all
II
reclamation work necessary to reclaim current and those proposed operating areas
scheduled to be worked during the next calendar year per said operating plans. Said
completion bond shall be guaranteed by a surety company authorized to do business in the
State of Illinois.
3. Operator agrees to hold harmless and indemnify the owner from any
claim, suit or liability as a result of the negligent acts or omission of operator, his agents
or employees. Owner agrees to hold harmless and indemnify the operator from any
claim, suit or liability as a result of the negligent acts or omissions of owners, its agents
or employees.
I. MINIMUM PAYMENT--CREDIT:
I. Beginning in contract year three, operator shall pay to owner a minimum
payment of $200,000 for each succeeding five year period of this agreement. Payment
shall be due at the end of each five year period.
Contract Year Total Amount Payment Due
Years I and 2 No Minimum N/A
Years 3, 4, 5, 6 & 7 $200,000 12/31 of Contract Year 7
Years 8,9,10,1 1 & 12 $200,000 12/31 of Contract Year 12
Years 13,14,15,17 & 17 $200,000 12/31 of Contract Year 17
2. The royalty payments paid pursuant to Section 11 J during any of the five
year periods specified above shall be a credit against and shall offset the minimum
payment due for that five year period. The minimum payment shall not be a credit, nor
shall it offset, any royalty payment due for a sale occurring in any five year period other
than the five year period to which the minimum payment is applied. In the event that
the royalty payments due for sales occurring in any of the above described five year
period do not equal or exceed the minimum payment for said period, no credit shall be
given operator for the minimum payment in excess of royalty payments for said five year
period, but rather operator shall forfeit all rights in said excess minimum payment.
12
3. It is understood that, based upon the best information currently available
to the parties, the operating area contains adequate gravel deposits to permit operator to
extract sufficient material to equal or exceed the minimum payment required herein. In
the event it is determined by the parties that there is not such adequate gravel deposits,
the parties agree to negotiate to permit operator to conduct activities in areas beyond
that defined as the operating area in Section II(B)(2) herein. Nothing herein shall require
the owner to agree to any such addition, expansion or extension of the operating area,
provided, in the event that the parties are unable to agree to ari added, expanded or
extended operating area operator shall have the right to terminate this agreementtLjJ
all monies due at this time
provided further that upon such termination operator shall pay owner/under this
agreement and shall complete or cause the completion of all rehabilitation of any areas ( '
upon which any operations have taken place per operator's annual operating plan.
J. ROYALTY:
I. Operator shall pay to owner a royalty equal to ten percent (10%) of the
selling price of all materials removed from the site.
2. Said royalty payment shall be due and payable monthly and shall be paid
on or before the last day of the second month following the month in which the material
is sold. (i.e., material sold on or after April 1st but before May 1st then payment of
royalty on such sale is due June 30)
3. Late payments shall bear interest at a rate of 12% annually compounded
monthly until said amount is paid in full.
4. A sale shall be deemed to occur when material is removed and transported
from the operating area. The selling price shall substantially equal the current market
price for similar material in the area. Provided, however, where material is sold to any
person or business affiliated with or a subsidiary of the operator or who has an ownership
interest in the operator, the selling price shall not be less than operator's average selling
13
price for like material sold to persons or businesses not described above over the prior six
months. All sales shall be made in good faith so as not to reduce the royalty due to
owner.
5. No royalty shall be assessed during the first two contract years, provided
contractor shall be permitted to remove no more than 250,000 tons of gravel products
from the operating area during this time period. Operator shall be liable for the normal
royalty payments as provided herein for all gravel products in excess of 250,000 tons
removed from the site.
K. FAILURE TO PERFORM--DEFAULT:
I. In the event either party hereto fails to perform any of the terms,
covenants, agreements or conditions on his or its part to be performed under this
agreement other than for the payment of money then a condition of default shall be
deemed to exist. The non-defaulting party shall give the defaulting party written notice
of the default, and termination of this agreement shall not result if, within thirty (30)
days of receipt of such notice, the defaulting party has corrected the condition of default
or has taken action reasonably likely to effect such correction within an additional thirty
(30) days. If such corrections are not made the non-defaulting party may treat such
default as a breach of this agreement.
2. In the event the non-defaulting party elects to treat a default or defaults
of the other party as a breach of this agreement as aforesaid, then the non-defaulting
party may, at his or its option, declare this agreement immediately terminated and shall,
in any event, have such remedies as may be allowed by law or equity or both.
3. Waiver by either party of any default in performance of any of the terms,
covenants or conditions contained herein, shall not be deemed a continuing waiver of the
same or any subsequent default herein.
14
4. The rights and remedies set forth herein are deemed to be cumulative and
the use of one remedy shall not be construed to exclude or be a waiver of any other
available remedy whether set forth herein or allowed by law or equity.
L. MISCELLANEOUS:
I. The contract shall be governed by the laws of the State of Illinois.
2. Operator shall not assign the contract in whole or in part without the prior
written consent of the owner. Any assign made without such prior notice shall be void
and of no effect.
3. Operator shall not directly or indirectly create, incur, or suffer to exist
any mortgage, security interest, pledge, charge, lien, encumbrance or claim on or with
respect to owner's property without the prior expressed written approval of the owner.
Owner may pay off lien and recover from operator.
4. The captions and headings of the various articles, sections or paragraphs
of this agreement are for convenience only, and are not to be construed as confining or
limiting in any way the scope or intent of the provisions hereof. Whenever the context
requires or permits, the singular and the masculine, feminine and neuter shall be freely
interchangeable.
5. Operator shall treat all sales of material removed from the operating area
as occurring within the City of Elgin for sales tax purposes. Operator shall obtain a City
of Elgin sales tax number and shall impose and collect the applicable city sales tax on all
material removed from the operating area.
6. This agreement satisfies all obligations of Owner to Giertz-Melahn under
a certain agreement entitled "Elgin Softball Complex, Spartan Drive Extension and
Parking Lot Improvements" dated 1984.
15
Section 111--Operating Controls
A. ACTIVITIES ALLOWED ON SITE:
I. Activities which shall be allowed on site as a part of normal aggregate
extraction and processing include: excavation, conveying, hauling, beneficiating,
crushing, screening, washing, stockpiling and storage of processed material.
2. Sales of processed material shall be allowed. Preparation and storage of
winter road sand-salt mixtures shall be allowed providing that soluble materials shall not
be allowed to leach into surface streams or groundwater. Maintenance, operation and
storage of equipment normally utilized in aggregate extraction, processing and sales shall
be allowed on site.
3. Activities which shall not be allowed on site include mixing or
manufacture of asphaltic and portland cement concretes, manufacture of concrete
products and any blasting to fracture aggregate deposits. No blasting of any kind shall be
permitted.
B. SITE SECURITY:
Operator shall cause security measures to be taken to ensure site security and
to prevent unauthorized persons from entering the site. Such security measures shall
include but are not limited to posting of signs and fencing as is necessary. Specifically,
operator shall take any necessary measures to prevent persons using the adjoining
recreational, hospital and residential areas from entering operator's excavation areas.
C. EXTRACTION--SOIL HANDLING, PROCEDURE AND SEQUENCE:
I. As previously explained in General Conditions, some variation in the
location and extent of extraction areas is expected as a reflection of unforeseen geologic
variations. However, the operator shall be required to adhere to the sequence and
direction of extraction shown as well as location of haul routes and till and waste
material disposal area to the extent they are applicable in the operating area. Both wet
and dry extraction may take place.
16
2. The extraction--reclamation sequence shall be in substantial conformance
with Sheet 3 of Exhibit A.
D. ACCESS:
Access to and egress from the operating area shall be through operators
premises located to the south of the operating area and thence to Illinois State
Route 31. There shall be no direct access from operating area to McLean Boulevard.
Giertz-Melahn shall permit access via their property located immediately to the south
and southeast of the site to and from the operating area to and from State Route 31
located to the east. Access shall not be hindered, obstructed, prevented or impaired
during the life of this agreement without the prior written consent of Owner and
Operator. The purpose of this provision is to ensure continuous and uninterrupted access
from the operating area to State Route 31 so as to preclude the need to use McLean
Boulevard. In the event access to State Route 31 across said property is denied or
prevented this agreement shall terminate at the option of Owner. Giertz-Melahn
warrants that it has sole and exclusive authority to permit access across said property.
E. MAXIMUM OPERATING AREA:
No operating area shall be larger than 30 acres excluding underwater
extraction without the prior written consent of the City of Elgin.
F. HOURS OF OPERATION:
I. The hours of mining operation shall be between the hours of six a.m. and
seven p.m. from Monday through Saturday.
2. The hours of loading and hauling shall be between the hours of six a.m. and
seven p.m. from Monday through Friday and between the hours of seven a.m. and three
p.m. on Saturday.
3. No operation shall be conducted on Sundays or national holidays.
17
G. DUST AND NOISE CONTROL:
I. Internal haul roads and service roads shall be kept to a minimum and
treated for dust control to meet legislative requirements for suspended particulate
matter at project boundaries. The operator shall utilize conveyor haulage instead of
truck haulage wherever possible. Temporary roads and hard-stand areas shall be treated
with water or chemicals to control dust.
2. Spray bars and wet screens shall be used and overburden stockpiles shall
be treated to minimize the effects of erosion by wind or water where necessary.
3. Haul roads shall be removed and road locations rehabilitated as soon as
any given operating area has been fully extracted and the final landform produced.
4. Noise suppression equipment, including standard mufflers on trucks and
on-site equipment, rubber lined chutes, hoppers and screenbodies shall be employed to
suppress excessive noise where necessary.
H. WATER MANAGEMENT:
I. Existing Conditions.
a. Surface water courses and a storm sewer outlet north of deposit "C"
are shown on Sheet I.
b. The groundwater system on the site is complex and divided into two
different regimes, east and west. The two regimes are separate by a divide located
somewhere between deposits "A" and "C". The divide is presumed to be a buried
till ridge but it has not been specifically located. Said till ridge shall not be
breached. The east regime covers the majority of the site, has a high water table
level near the divide and a substantially lower water table level in the southeast
corner of the site. Movement of groundwater in this regime is from the northwest
to the southeast and is shown in section on Sheet 4. The west regime has a high
water table, manifested in ponds immediately west of McLean Boulevard, and
available data indicates that it is not connected in any way to the east regime.
I8
2. Process Water.
Process water may be obtained on site from pond or well. Process water
shall be recycled on site to hold make-up quantities to a minimum. Silt or sediment
ponds shall be cleaned out periodically and shall have clear effluent. No silty or
contaminated process water shall be discharged to streams on site.
3. Surface Drainage.
Surface runoff from extraction areas, processing and stockpile areas and
haul roads shall be retained on site until silt is no longer in suspension. Interceptor
ditches and settling ponds may be used to clear runoff for discharge off site. No water
other than natural drainage shall be discharged unto surrounding property.
4. Groundwater.
a. Except as expressly permitted herein, no pumping shall be allowed to
lower the water table in extraction areas.
b. Seepage is anticipated in the extraction of the south end of
deposit "F", in segment 4. Pumping may be undertaken here to allow full depth
extraction and to remove seepage coming in from higher elevations during
extraction. The location and elevation of the incoming seepage shall be monitored.
c. If extraction operations are shown to be having a deleterious impact
on groundwater on adjoining properties, the operator shall be required to remedy
the situation and may be required to install monitoring wells for long term
assessment of the impact of extraction.
d. Groundwater shall be protected against contamination from
petroleum products. Equipment oil changes shall take place in a garage with waste
oil collected for off-site disposal.
19
5. Till Seal.
The till seal shown in the south end of the deposit "F" excavation may be
required to retain incoming seepage groundwater for the creation of a lake. The till is
anticipated to be available on site, particularly at the same location in which it is
proposed to be used as a seal. Till shall be set aside during stripping operations
specifically for later use as a seal if necessary. Except as provided in the preceding
sentence, and as may be provided in any subsequent agreement between Owner and
Operator, Operator shall have no obligation regarding the design, creation or installation
of the till seal. In the event it is determined that a till seal is necessary or desired by
Owner, Owner shall be responsible for its design and installation. In the event there is
not sufficient till material on site necessary for the seal the owner shall be liable for
obtaining and transporting to the site additional till material.
• I. CONFORMANCE WITH EXISTING LEGISLATION:
The operator shall conform to the requirements of all existing legislation,
municipal, state and federal, in the conduct of the proposed aggregate operation. He
shall pay particular attention to the Surface-Mined Conservation and Reclamation Act,
State of Illinois and other legislation dealing with protection of air and water resources,
including, but not limited to:
I. To the extent required by law the operator shall comply or cause
compliance to be had with the provisions of the Environmental Protetion Act, Ill. Rev.
Stat., Ch. I11, pars. 1101 et seq. (1979), as amended, and any and all regulations
promulgated pursuant thereto by the Pollution Control Board of the State of Illinois.
2. The operator shall comply or cause compliance to be had with the
provisions of the Surface-Mined Land Conservation and Reclamation Act, Ill. Rev. Stat.,
Ch. 96V2, pars. 4501 et seq. (1979), as amended, and any and all rules or regulations
promulgated pursuant thereto by the Illinois Department of Mines and Minerals.
20
Operator shall be required to obtain permits as provided in said Act regardless of the size
of the area actually mined in any given year.
3. The operator shall comply or cause compliance to be had with any
relevant ordinance of the City of Elgin.
J. TEMPORARY SCREENING BERMS:
Operator shall stockpile topsoil material striped from the operating area along
the north and eastern boundary of the operating area in such a manner so as to screen, as
much as practical, the operating area from surrounding recreational and hospital uses.
No such temporary screening berm shall be in excess of eight feet. The location, size
and placement of the temporary screening berms shall be included in operator's annual
plan (Section I(E)(4)). It is anticipated that the materials used in such berms will be later
applied and used in establishing the final landforms and rehabilitating the operating area
(Section IV).
K. RELOCATING EXISTING UTILITIES:
I. All the above ground and below ground utilities and services which are
known to exist on the site are shown on Sheet I. The operator shall remove all utilities
and services except for the lime slurry pipe line and the natural gas line. All removed
materials shall become the property of the operator.
2. The lime slurry pipe line and existing watermain as shown on sheet shall
remain and shall be protected from any damage by the operator.
3. The city shall cause the natural gas line located on the site to be
relocated, if necessary.
L. REHABILITATION INTEGRATED WITH EXTRACTION:
I. Rehabilitation is to take place as an integral part of the whole operation
on a routine basis. It is to be progressive and follow the flow of extraction throughout
the site. The organization of rehabilitation in relationship to other aspects of the
21
operation is shown schematically on Sheet 3. The , ideal to be sought is that of
simultaneous stripping and rehabilitation so that topsoil is removed in stripping one part
of the operating area and immediately placed as rehabilitation cover in another, worked-
out, part of the operating area. Stockpiling of topsoil should be eliminated as much as
possible.
2. To implement this aggregate extraction must be carried out on a
sequential, full removal, basis rather than having one very large pit with periodic use of
portions of it.
3. Details of rehabilitation are given in Section IV of these specifications.
M. MISCELLANEOUS:
I. Operator shall conform his operations to the documents and exhibits that
comprise this contract.
2. No blasting shall be permitted.
3. Existing trees on the site shall be preserved and protected to the extent
feasible.
4. All haulroads on the site shall have a maximum speed limit of twenty (20)
miles per hour.
Section IV--Rehabilitation
A. DEFINITION:
I. Rehabilitation consists of creation of a new attractive, useful and a
biologically productive landscape upon the completion of surface mining in a given area.
It is essentially the same thing as reclamation. The process of rehabilitation includes
creation of a new landform through mass earthwork, establishing a new soil horizon of
proper depth and density, establishing a proper surface drainage system and establishing
viable plant cover. The operation shall carry out all the necessary steps to rehabilitate
the site to the condition and form shown in the drawings, with the exception of certain
plantings which are to be undertaken by the city and are so designated on the drawings.
22
2. The rehabilitation plans contained herein constitute a best effort based on
available information. The parties recognize the need for flexibility in the plan to meet
changing conditions and agree to meet and confer regarding refinement or alteration of
the plan as necessary and as further information becomes available. No such revision
shall effect the goal of the plan to provide for the rehabilitation of mined area for
recreational purposes.
B. TOPSOIL HANDLING:
I. Topsoil stripping and handling shall take place during the relatively dry
period of the year when soil can be handled without becoming compacted to a density
above 1.6 or 1.7 gram per cubic centimeter. Topsoil shall be separated into "A" (topsoil)
and "B" (subsoil) horizons. These two horizons shall be stockpiled and stored separately
and shall be replaced to a depth in the property order with horizon "A" above "B".
Topsoil shall be replaced to a depth in the range of eight (8) inches minimum to twelve
(12) inches maximum. Wherever possible topsoil shall be stripped and deposited in the
final rehabilitation location immediately with no intervening storage in a stockpile.
2. All disturbed surfaces, those on which the original, existing, condition has
been removed or altered, shall be covered with topsoil, after having been shaped to the
final landform, except for portions of the lake within the operating area as shown on
Sheet 5.
C. FINAL LANDFORM:
I. The final landform shown on Sheet 4 differs from the extraction landform
shown on Sheet 3. The operator shall create the final landform through a combination of
extraction of aggregate materials and supplementary excavation.
2. All material cut in supplementary excavation, waste materials from
aggregate deposits, imported fill (if any is available) and surplus topsoil shall be placed in
the surplus and waste material disposal area as detailed in operator's annual operating
plan. (Section II E 4n)
23
3. The operator shall be responsible for determing the amounts of topsoil
required as cover in various areas and setting this material aside for those purposes prior
to completion of the winter sports hill in the disposal area.
4. Final landform gradients and slopes shall be in general agreement with the
intent, if not the specifics, of the Surface-Mined Land Conservation and Reclamation
Act.
D. IMPORTED FILL MATERIAL:
I. The operator shall be allowed to accept imported fill material on the site
providing that it is "clean fill" consisting of normal topsoil, normal subsoil, rock, or
broken concrete or masonry and providing that non-soil materials such as rock, broken
concrete, or masonry are placed in deep fill with a minimum of six (6) feet of soil cover
over them.
2. This fill material shall be placed in the surplus material disposal area. It
also may be placed in deep cut areas created by aggregate extraction providing that such
placement in deep cut aggregate extraction areas is fully acceptable to the city, that
such placement is determined in advance and is shown to be consistent with the intention
of the park development master plan.
E. FINAL SOIL DENSITIES:
I. The operator shall ensure that final landform soil densities, for both
topsoil and subsoil, shall be no greater than 1.6 to 1.7 gram per cubic centimeter for a
depth of four (4) feet from the surface. This shall be an in-place density after fine
grading has been completed.
2. Soil compaction is caused by repeated heavy vehicle traffic and handling
of soil in a damp or wet condition. All temporary roadways, hardstands, product
stockpile areas, loading areas or other areas subjected to repeated heavy vehicle traffic
during the extraction and processing phases of the operation shall be ripped in two
24
J
directions with deep chisel ploughs or subsoil rippers and then tilled with harrows or
other, light tillage equipment to restore normal soil densities prior to spreading of final
topsoil cover and fine grading.
3. Tracked equipment, rather than rubber tired equipment, shall be used for
tillage, spreading or topsoil and fine grading wherever possible.
F. FINE GRADING:
I. All final surfaces shall be smooth, with no local variations greater than
three inches from high to low points, free of roots, stumps or other debris and free of
stones larger than four (4) inches in any dimension. All final surfaces shall have positive
surface drainage with no impounded areas, except for the designated lake. All erosion
gullies shall be repaired and refilled as necessary to create a smooth final surface.
2. The final landform shall be that shown by contour and elevation on Sheet 4
or any later, revised, version of Sheet 4 which is adopted by both the operator and the
owner to reflect unanticipated variations in the extraction and rehabilitation process.
G. BELOW WATER TOPSOIL:
I. The operator shall place topsoil, as shown on Sheet 5 or as may be
mutually agreed, in areas anticipated to be below final water surface in the recreation
lake. This can be spread in a dry condition prior to lake filling and is for the purpose of
providing a rooting zone and nutrient base for the aquatic vegetation necessary to
support fish and waterfowl.
H. PLANTING:
I. The operator shall plant two types of grass cover in different areas as
shown on Sheet 5. Slope areas shall be planted to State of Illinois Highway Department
Class II seed mix consisting of the following:
25
.
Kentucky 31 or Alta Fescue 50 lbs. per acre
Perennial Ryegrass 20 lbs. per acre
Red Top or Creeping Red Fescue 10 lbs. per acre
Ladino or White Dutch Clover 5 lbs. per acre
2. A satisfactory turf shall be established in accordance with Rule 1202, of
the Surface-Mined Conservation and Reclamation Act. The operator shall take soil
samples from various areas to be seeded, have them analyzed to determine fertilizer
requirements for seeding and apply fertilizer necessary to establish a turf meeting the
requirements of Rule 1202.
3. Erosion appearing within seeded areas shall be repaired and reseeded to
establish full and proper ground cover.
I. WATER BODIES:
Rehabilitation of the lake by the operator shall be considered complete when
the landforms are complete, when topsoil has been placed in below water level areas and
when side slopes above water level have been fine graded, planted and planting has been
accepted by the city. It is expressly understood that operator does not guarantee that
the final landforms, when completed, will result in the existence of a lake. Rather
operator shall complete such final landforms in compliance with the provisions of this
agreement and its annual operating plan. Whether such landform as designed and
approved by Elgin will result in the existence of a lake when completed is the
responsibility of Elgin which takes full responsibility for the adequacy of such final
landform designs for the purpose intended: i.e., the formation of a lake.
J. ACCEPTANCE OF REHABILITATED AREAS BY THE CITY:
Upon completion of planting and establishment of acceptable turf, the
operator and the city shall inspect completed areas on a yearly basis. The operator shall
repair any erosion areas and replant as necessary to meet city requirements for
26
satisfactory completion of rehabilitation. The two parties shall each note the location
and extent of areas of completed rehabilitation on a map or plan, maintained for that
purpose, and the city shall provide the operator a written statement accepting the
responsibility for further maintenance of the given rehabilitated area in question.
CITY OF ELGIN
/ /
By // //
• y Manage
Attest:
City Clerk (r
-0.,,.:m �,�-5,__,'.'J.,A �r,L----)C GIERTZ-MELAHN ASPHALT COMPANY
OTift.L,
Byt---
President
/
Attest: /r
qi--LI.0..i' e_e-,t-/f/-ci--
;+ Secretary
ROADi ATERIALS CORPORATION
By
/ l
President
Attest:
A' /1 W 4"//,',1/47_,A-/L/
ki . Secretary
27
.
''' .,\"'".7\'''. 5
��-^�.� EXHIBIT B
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I i
•
PROPOSED AREA FOR SPOIL STOCKPILE
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%•:•:•:::••••:::::.:.::::•::::•::::.::::•:•::::•::::•:•::::.::::•:::::::::::•::::.::::::::;:::: IL/
�,:::.;:•:: ::•::; •::::•::::•: :•:•:: :: OPERATING AREA
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imiTS
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Exhibit C - Insurance
A. Primary Liability Insurance
Form of Coverage Minimum Limits of Liability
1. Workers' Compensation, Statutory
incl . occupational
disease
2 . Employers' Liability $500,000 per accident
3 . Comprehensive General $1,000,000 per occurrence
Liability for bodily $1,000,000 annual aggregate*
injury, personal injury
and property damage, and
to include:
* $500,000 per occurrence
a) General coverage $500,000 annual aggregate limits
b) Broad form property permissable until operator's
damage current policy expires on 4/1/86.
c) Explosion, collapse and After such time, insurance limits
underground hazards shall be as specified above. That
d) Contractual liability is: $1,000,000 per occurrence
for liability assumed $1,000,000 anniial aggregate
in the contract
documents
e) Products liability
f ) Completed operations
liability including
broad form property
damage, which shall be
maintained in force for
a period of no less
than two years after
acceptance by the
completed work by the
owner
4 . Comprehensive Automobile $1,000 ,000 per accident
Liability for bodily
injury and property
damage arising out of
owned, non-owned and
hired vehicles
B. Excess Liability Insurance
An umbrella policy or combination of umbrella and excess poli-
cies is required with minimum limits of $5,000 ,000 for bodily
injury, personal injury and property damage per occurrence
Exhibit C - Insurance
(Continued)
and in the aggregate (applicable to employers' liability,
comprehensive general liability [including extensions noted]
and comprehensive automobile liability) .
If the operator has an umbrella policy or combination of
umbrella and excess policies with a combined limit equal to
or in excess of the combination of the required primary and
excess insurance limits , it shall be permissible to reduce
the primary limits for such insurance to whatever limits are
required by the umbrella.
The umbrella policy, or combination of umbrella and excess
policies, must be as broad as the primary policies and must
be free of any restrictions which do not appear in the under-
lying primary policies .
ADDENDUM TO AGREEMENT FOR GRAVEL EXTRACTION
AND REHABILITATION
THIS AGREEMENT, made and entered into on this 13th day of
April , 1994, by and between the CITY OF ELGIN, an Illinois
municipal corporation (hereinafter referred to as the "CITY" )
and ROAD MATERIALS CORPORATION, a Delaware corporation, with
offices in Algonquin, Illinois (hereinafter referred to as
the "Operator" ) ,
WITNESSETH:
WHEREAS, the parties hereto entered into an Agreement for
gravel extraction and rehabilitation which was authorized and
approved by resolution of the City Council of the City on
October 28, 1985; and
WHEREAS, mining operations are expected to be completed
during 1993 and all stockpiles of gravel disposed of during
1994; and
WHEREAS, if a limestone mining operation as proposed by
the Operator is approved, the mining operation and reclamation
plan will facilitate the development of the Elgin Sports
Complex; and
WHEREAS, written application has been made for a
conditional use permit to amend the current zoning for the
property legally described in Exhibit "A" attached hereto and
commonly known as the Elgin Sports Complex (hereinafter
referred to as the "Subject Property" ) to allow for the
temporary mining of limestone in conjunction with site
preparation for the development of the public recreational
open space on the Subject Property; and
WHEREAS, the City Council on May 20, 1993, approved
Ordinance No. G20-93, to allow such conditional use for the
subject proposed mining limestone operation on the Subject
Property.
NOW, THEREFORE, it is hereby agreed by and between the
parties hereto, for and in consideration of the mutual
covenants and promises contained within the original gravel
mining and rehabilitation contract and the mutual promises and
covenants contained herein, and for other good and valuable
consideration, the receipt and sufficiency of which is hereby
acknowledged:
1. That this Addendum Agreement is hereby incorporated
into and amends the Agreement for Gravel Extraction and
Rehabilitation authorized and approved by the City Council of
the City on October 28, 1985 .
2 . That the City hereby agrees to permit Operator to
conduct temporary limestone extraction, sales and
rehabilitation on the Subject Property. Operator shall
conduct its temporary limestone extraction, sales and
rehabilitation on the Subject Property according to the terms
of said original gravel mining and rehabilitation agreement
and the terms of this addendum agreement. Where the terms of
said original gravel mining rehabilitation agreement and this
addendum agreement are in conflict, the terms of this addendum
agreement shall control with respect to the temporary
limestone extraction, sales and rehabilitation operations .
3 . That the sequence and phasing of limestone
extraction operations and subsequent reclamation plans on the
Subject Property shall conform with the limestone presentation
report that defines the blasting procedures prepared by Road
Materials Corp. , dated March 17 , 1993, and the following
reclamation plans prepared by Burnidge, Cassell and
Associates for Road Materials Corp:
(a) Mining Operation Plan - Option A (Sheet
MP-1A, dated 1/93) .
(b) Mining Operation Plan - Option B (Sheet
MP-1B, dated 1/93) .
(c) Phasing of Overburden Placement (Sheet MP-2,
dated 1/93) .
(d) Final Land Form and Quarry/Staging Area (Sheet
MP-3, dated 1/93) .
(e) Finish Grade Section (Sheet MP-4 , dated 1/93) .
( f) Master Site Plan (Sheet MP-5, revised 8/92) .
4 . That trucks shall enter and leave this mining area
via State Route 31 only.
5 . That conveyors carrying limestone from the quarry
shall be enclosed where practical .
6 . That the haul road, parking and production equipment
area, stockpiles, and mining area shall be treated with
accepted methods to control dust during all phases of the
mining operation.
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7 . That blasting shall be limited to one sequence per
day, between the hours of 10 : 00 a.m. and noon, Monday through
Friday, using a multiple or rapid fire technique.
8 . That the Operator shall submit annual reports to the
Park and Reclamation Board and the City Council describing the
status of the mining operation and reclamation phases .
Operator' s annual reports, including but not limited to the
reclamation phases and plans set forth therein, are subject to
approval by the City Council of the City.
9 . That all revenues accrued by the City of Elgin from
the sale of mine materials shall be deposited in a separate
fund for the use and developing of the Elgin Sports Complex.
10 . That prior to commencing limestone mining Operator
shall submit and obtain City approval of a soil erosion and
sedimentation control plan to cover all aspects of the removal
and redistribution of the overburden, and the mining operation.
11 . That the Operator shall submit all water quality
test reports as required by law.
12 . That the temporary mining operation as contemplated
herein shall be conducted in strict conformance with all
Federal, State and local codes and ordinances .
13 . That Operator reserves the right to employ the
services of a secondary operator for mining operations,
provided however, all rules, regulations and requirements of
this agreement shall apply to said secondary operator.
14 . That royalties from Operator to the City of Elgin
will continue at ten percent ( 10%) of the selling price of
limestone, provided however, Operator agrees to pay to the
City a minimum royalty of $75, 000 per year. Operator' s
obligation to pay said minimum royalty of $75, 000 per year is
subject to Operator not experiencing unavoidable delays in the
performance of its obligations under this contract.
Unavoidable delays in performance is herein defined to be
delays in the performance of any of contractor' s duties under
this agreement which are not the fault of and not within the
reasonable preventive control of the contractor, namely, fire,
flood, natural disasters, Acts of God, civil disorders, riots
and insurrections . In the event of such unavoidable delay,
the parties hereto agree that the $75, 000 annual royalty shall
be prorated and reduced for a period of time equivalent to the
length of the unavoidable delay.
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15 . That in kind services of the Operator to be provided
to the City under this Agreement shall include the moving of
overburden to the areas of the sports complex parks and rough
grading these areas . The total overburden is estimated at 5
million cubic yards . The City shall accept any areas where
overburden has been placed in the rough graded condition as
specified in the Burnidge and Cassell grading plan, Sheet
MP-4, dated 1/93.
16 . That additional in kind services to be provided by
the Operator to the City under this Agreement shall also
include stripping top soil in the soccer field area only and
stockpiling such stripped top soil in an agreed upon location
for re-spreading by the City at a future date.
17 . That Operator will pay the design fees of
Burnidge, Cassell and Associates to do the grading site
development plans for all affected areas in the Elgin Sports
Complex. The amount paid by the Operator will be credited
against royalties due the City for the temporary limestone
mining.
18 . That the Operator will pay for the removal and
relocation costs for the Northern Illinois Gas line which
bisects the proposed limestone mining area. The amount paid
by the Operator will be credited against royalties due to the
City for the temporary limestone mining.
19 . That it is understood, based upon the best
information currently available to the parties, the operating
area contains adequate limestone deposits to permit operator
to extract sufficient material to equal or exceed the minimum
payment required herein. In the event it is determined by the
parties that there is not such adequate limestone deposits,
the parties agree to negotiate to permit operator to conduct
activities in areas beyond the area defined as the operating
area herein. Nothing herein shall require the City to agree
to any such addition, expansion or extension of the operating
area, provided, in the event that the parties are unable to
agree to an added, or expanded or extended operating area,
Operator shall have the right to terminate this agreement
provided further that upon such termination Operator shall pay
the City all monies due at the time of said termination under
this agreement and shall complete or cause the completion of
all rehabilitation of any areas upon which any operations have
taken place pursuant to the Operator' s annual operating plan
previously approved by the City.
20 . That Operator' s right to conduct temporary limestone
mining operation under the terms and conditions set forth
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herein shall commence upon execution of this Agreement and
shall expire on May 31, 2005, provided, however, sales and
reclamation can proceed thereafter until December 31, 2008.
IN WITNESS WHEREOF, the parties hereto have executed this
Agreement on the date and year first written above.
ROAD MATERIALS CORP. , CITY OF ELGIN
a Delaware Corporation , a Municipal Corporation
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By By Duce ✓ .. '� ,s
)11,Csa Georcg' VanDeVoorde, Mayor
Attest: Attest:
Se&retary City Clerk '
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EXHIBIT A
That part of Sections 22, 23, 26 and 27 ,
Township 41 North, Range 8 East of the Third
Principal Meridian, described as follows : Beginning
at the Northwest corner of the Northeast quarter of
the Southeast quarter of Section 22 , thence
southerly along the West line of said Section 22 for
a distance of 1038 . 80 feet to a point; thence
westerly along a line forming an angle of 88 degrees
11 minutes to the right prolongation of the last
described course for a distance of 1843 . 60 feet to
the center line of McLean Boulevard (State Aid
Route 18) ; thence southwesterly along said center
line, being a curve to the left for a distance of
574 . 65 feet to a point; thence continuing in a
southwesterly direction along said center line,
being a straight line and tangent to the last
described point, for a distance of 404 . 0 feet to an
angle in said center line; thence southwesterly
along said center line a distance of 367 . 51 feet;
thence easterly along a line parallel with the South
line of Section 22 for a distance of 438 . 8 feet;
thence southerly along a line that is perpendicular
to the North line of the Northwest quarter of
Section 27 and the South line of the Southwest
quarter of Section 22 for a distance of 724 . 93 feet;
thence easterly parallel with the South line of the
Northeast quarter of the Northwest quarter of said
Section 27 , a distance of 242 . 87 feet to the East
line of the Northwest quarter of said Section 27 ;
thence easterly parallel with the South line of the
Northwest quarter of the Northeast quarter of said
Section 27 a distance of 343 .2 feet; thence
southerly along a line parallel with the West line
of the Northeast quarter of said Section 27 for a
distance of 891. 0 feet to the South line of the
North half of the Northeast quarter of said
Section 27; thence easterly along said South line of
the North half of the Northeast quarter of
Section 27 for a distance of 2293 . 9 feet to the East
line of said Northeast quarter of Section 27; thence
northerly along said East line of the Northeast
quarter of Section 27 for a distance of 348 .2 feet;
thence easterly along a line that forms an angle of
90 degrees 12 minutes to the right of a prolongation
of the last described course, said line also being
the southerly property line of the Elgin State
Hospital, for a distance of 1900 feet more or less;
thence northerly along a line parallel to and 740
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feet West of the East line of the Northwest quarter
of Section 26 of the Southwest quarter of Section 23
for a distance of 1800 feet more or less; thence
easterly along a line parallel with the South line
of the Southwest quarter of Section 23, for a
distance of 740 feet to the East line of the
Southwest quarter of Section 23; thence northerly
along the East line of said Southwest quarter of
Section 23 for a distance of 1772 feet more or less
to the southerly right-of-way line of the U.S .
Route 20 bypass (Federal Aid Route 6 ) ; thence
northwesterly along the southerly right-of-way line
of the U.S. Route 20 bypass for a distance of 2643
feet more or less to the West line of Section 23;
thence continuing in a northwesterly direction along
the southerly right-of-way line of said
U.S . Route 20 bypass for a distance of 1329 . 34 feet
to the West line of the Southeast quarter of the
Northeast quarter of Section 22; thence South along
said West line for a distance of 113. 44 feet to the
place of beginning. Being situated in Elgin
Township, Kane County, Illinois, and containing
417 .48 acres more or less .
-7-
July 28, 1994
MEMORANDUM
TO: Loni Mecum, City Clerk
FROM: William A. Cogley, Assistant Corporation Counsel
SUBJECT: Assignment of Mining Contracts between the City of
Elgin and Road Materials Corporation
You will recall that at the City Council meeting of July 13,
1994, the Council passed a resolution approving of the
assignment of certain mining agreements from Road Materials
Corporation to Prairie Material Sales . The mining agreement
relates to the agreements between the City and Road Materials
Corporation for mining on the City-owned sports complex
property.
Attached for your files please find the originally executed
assignment and assumption agreement executed by Road Materials
Corporation and Prairie Material Sales .
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Attachment
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i(oz_3420)
Agenda Item No.
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June 30, 1994
TO: Mayor and Members of the City Council
FROM: Richard B. Helwig, City Manager
SUBJECT: Consent to Road Materials Corporation Assignment of
Mining Agreements with the City of Elgin to Prairie
Material Sales, Inc.
PURPOSE
To request Council approval of an Assignment and Assumption
of Mining Agreements with Road Materials Corporation to Prai-
rie Material Sales, Inc.
BACKGROUND
The City and Road Materials Corporation entered into a mining
contract on Orro:,Ar 28, 1985, relating to gravel extraction
on the city-owned sports complex property. The City and Road
Materials Corporation entered into an Addendum to the Gravel
Extraction and Rehabilitation Contract on April 27, 1994,
relating to limestone extraction on the same city property.
Limestone extraction activities are on-going. The agreements
require Road Materials Corporation to pay to the City royal-
ties with a minimum of $75,000 per year and to perform in-
kind services for the initial grading of the soccer fields.
Road Materials Corporation desires to sell its mining and
aggregate business to Prairie Material Sales, Inc. The clos-
ing of this transaction is scheduled for July 15, 1994 . The
City has the right to consent or approve of the assignment of
Road Materials' obligations under its contracts with the
City, with such consent to not be unreasonably withheld.
FINANCIAL IMPACT
None.
LEGAL IMPACT
None. Prairie Material Sales, Inc. will have the same obliga-
tions under the contracts with the City.
RECOMMENDATIONS
•
It is recommended that the Council pass a resolution consent-
ing to the Road Materials Corporation assignment of the min-
ing agreements to Prairie Material Sales, Inc.
Respectfully submitted,
I
Richard B. Helwig
City Manager
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