08-275 Resolution No. 08-275
RESOLUTION
AUTHORIZING EXECUTION OF A DEVELOPMENT AGREEMENT WITH
ELGIN ACADEMY FOR THE INSTALLATION OF HISTORIC STREET LIGHTING
BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF ELGIN, ILLINOIS, that
Ed Schock, Mayor, and Diane Robertson, City Clerk, be and are hereby authorized and directed to
execute a development agreement on behalf of the City of Elgin with Elgin Academy for the
installation of historic street lighting on Academy Place and Kimball Street, a copy of which is
attached hereto and made a part hereof by reference.
s/ Ed Schock
Ed Schock, Mayor
Presented: November 19, 2008
Adopted: November 19, 2008
Omnibus Vote: Yeas: 5 Nays: 0
Attest:
s/ Diane Robertson
Diane Robertson, City Clerk
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9/25/08
DEVELOPMENT AGREEMENT
This Agreement, made and entered into as of this day of 2008 by
and between the City of Elgin, an Illinois municipal corporation (hereinafter referred to as "City")
and The Elgin Academy, an Illinois not for profit corporation (hereinafter referred to as "Elgin
Academy").
WITNESSETH
WHEREAS, Elgin Academy is the owner of the Elgin Academy campus located at
350 Park Street, Elgin, Illinois (hereinafter referred to as the"Elgin Academy Campus"); and
WHEREAS, Elgin Academy has undertaken a variety of efforts in upgrading the Elgin
Academy Campus including, but not limited to, the construction of the Harold D. Rider Family
and Media, Science and Fine Arts Center scheduled to open in October of 2008; and
WHEREAS, as part of its ongoing efforts to upgrade the Elgin Academy Campus Elgin
Academy seeks a collaboration with the City to implement and upgrade campus security plan as
hereinafter described; and
WHEREAS, the City desires to facilitate the upgraded campus security plan by
participating in certain public improvements related thereto; and
WHEREAS, the upgraded campus security plan will enhance public safety at Elgin
Academy; and
WHEREAS, the further upgrading of the Elgin Academy Campus will likely result in
further redevelopment in the area of the Elgin Academy Campus including the City's downtown;
and
WHEREAS, the Elgin Academy Campus is located within the Elgin Central Area Tax
Increment Financing Redevelopment Area and the further upgrading of the Elgin Academy
Campus and the resulting further redevelopment of the surrounding areas will further the goals
and objectives of the Elgin Central Area Tax Increment Financing Redevelopment Plan and
Project and will likely result in increases in the City's tax base; and
WHEREAS, the City is a home rule unit authorized to exercise any power and perform
any function relating to its government and affairs; and
WHEREAS, the City participating in providing for and funding of certain improvements in
connection with the upgrading of the Elgin Academy Campus and the upgraded campus security
plan will result in enhanced public safety, will result in a redevelopment along one of the City's
primary entry corridors into the downtown area, will likely result in further redevelopment of
surrounding areas including the downtown, will further the goals and objectives of the Elgin
Central Area Tax Increment Financing Redevelopment Project, and will likely result in increases
in the City's tax base, and, as such, are matters within the government and affairs of the City of
Elgin.
NOW, THEREFORE, for and in consideration of the mutual promises and undertakings
set forth herein, and other good and valuable consideration, the receipt and sufficiency of which
are hereby are hereby acknowledged, the parties hereto agree as follows:
1. Incorporation of Recitals. The recitals set forth above are hereby incorporated
herein in their entirety.
2. Upgraded Campus Security Plan.
(a) Elgin Academy shall provide for the installation of two single lamp poles
approximately thirty (30) feet in height in the public right of way along Kimball
Street and seven (7) poles approximately fifteen(15) feet in height with acorn-style
features in the public right of way along Academy Place ( such street lights and all
appurtenances relating thereto are hereinafter collectively referred to as the
"Subject Street Lights"). Elgin Academy shall provide for the installation of the
Subject Street Lights on or before December 31, 2008. The design of the Subject
Street Lights and the installation thereof by Elgin Academy shall be in
conformance with the plans and specifications therefore approved by the City
Engineer. The City shall reimburse Elgin Academy for the costs for the purchase
and installation of the Subject Street Lights in the total amount not to exceed
$115,000. The City agrees to reimburse Elgin Academy after the completion of
the installation of the Subject Street Lights but in no event prior to January 15,
2009. The City and Elgin Academy further agree that upon the installation of the
Subject Street Lights and the reimbursement therefor by the City to Elgin
Academy that the City shall own all rights, title and interest in and to the Subject
Street Lights. Elgin Academy's execution of this agreement shall constitute a bill
of sale from Elgin Academy to the City conveying to the City all rights, title and
interest in and to the Subject Street Lights. The parties further agree that the City
shall be responsible for the maintenance and repair of the Subject Street Lights.
(b) The City at its cost shall provide for the resurfacing of those portions of Kimball
Street and Academy Place located within the Elgin Academy Campus and that
portion of Park Street adjacent to the Elgin Academy campus as part of its 2008
resurfacing projects. The City shall provide for such resurfacing on or before
December 31, 2008.
(c) Elgin Academy at its cost shall provide for the infrastructure improvements and
lighting to accommodate and otherwise complete the upgraded campus security
plan for the Elgin Academy Campus. These improvements include, without
limitation, furnishing and installing underground conduit for power, installing new
wires and conduit plus transformer for the Old Main building service, re-routing of
television cable wiring, temporary power relocations, restoration of quad green
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space, furnishing and installing new electrical service for Sears Gallery and Penny
House, and furnishing and installing wall mounted lighting on all major campus
buildings. Elgin Academy shall complete such infrastructure improvements and
lighting on or before December 31, 2008.
(d) Elgin Academy at its cost shall provide for the material and installation costs for a
campus-wide, internet based, security camera system for the Elgin Academy
Campus for internal use and provide URL and password access for the Elgin
Police Department to monitor same to the extent as determined by the City. The
additional security camera systems to be added to the existing security camera
system components on the Elgin Academy Campus include approximately
12 cameras for Sears Hall, North Hall, Edwards Hall, the gymnasium, Sears
Gallery and the Rider Center, and wireless access points, router, DVR, computer
and infrastructure. Elgin Academy shall complete such campus-wide internet
based security camera system on or before December 31, 2008. The determination
as to whether, and to what extent if any, the City will monitor the security camera
system for the Elgin Academy Campus shall be determined by the City in its sole
discretion, it being agreed and understood that the City may, but is not required to
monitor such security camera system. It is further agreed and understood that the
City's access to monitor the security camera system on the Elgin Academy Campus
constitutes a general service of the City only and that no special duties or
obligations are intended nor shall be deemed or construed to be created as a result
of the City's ability to monitor the security camera system on the Elgin Academy
Campus. It is further agreed and understood that this agreement is not intended
nor shall be construed to alter, limit, or constitute a waiver of any of the civil
immunities afforded the City and/or its officials, officers, employees, and/or agents
pursuant to the Local Governmental and Governmental Tort Immunities Act at
745 ILCS 10/1-101 et seq., as amended, and/or otherwise provided by law, it
being agreed that all of the civil immunities as set forth in such Act, as amended,
and/or otherwise provided by law, shall fully apply to any and all claims asserted or
which might be asserted against the City and/or its officials, officers, employees,
and/or agents as a result of this section of the agreement or any of the actions of
the parties pursuant to this section of the agreement. Without limiting the
foregoing, it is further agreed and understood that the City and/or its officials,
officers, employees and/or agents, as a result of this section of the agreement or
any of the actions of the parties pursuant to this section of the agreement, shall not
be liable to any party to this agreement or any other person or entity for failure to
enforce any law, failure to provide police protection service, failure to provide
adequate police protection or service, failure to prevent the commission of crimes,
failure to detect or solve crimes and/or failure to identify or apprehend criminals.
Notwithstanding anything to the contrary in this section of the agreement, it is
agreed and understood that no third party beneficiaries are intended to be created
by the provision of this section and it is the intention of the parties hereto that no
action may be commenced by any person or entity against the City and/or Elgin
Academy and/or their officials, officers, employees, agents, and/or related persons
or entities for monetary damages for any alleged breach or failure to provide
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services described in this section of the agreement.
3. Grant of Easement. Elgin Academy shall within thirty (30) days of the entry into
this Agreement execute and deliver to the City the Easement Agreement attached hereto as
Exhibit 1, granting an easement to the City of Elgin and its invitees as described therein for the
installation of an artifact garden on a portion of the Elgin Academy Campus adjacent to the Elgin
Historical Society.
4. Miscellaneous.
(a) Notices. All notices and other communications hereunder shall be in writing and
shall be deemed given if delivered personally or mailed by registered or certified
mail (return receipt requested) to the parties at the following addresses (or such
other addresses for a party as shall be specified by like notice), and shall be deemed
received on the date on which so hand-delivered or on the second (2nd) business
day following the date on which so mailed:
To the City: City Elgin
150 Dexter Court
Elgin, Il 60120
Attn: City Manager
with copy to: City of Elgin
150 Dexter Court
Elgin, Illinois 60120
Attn: Corporation Counsel
To Grantee: Elgin Academy
350 Park Street
Elgin, Illinois 60120
Attn: Head of School
With a copy to: Schnell, Bazos, Freeman, Kramer,
Schuster& Vanek
Attn: Peter C. Bazos, Esq.
1250 Larkin Avenue
Elgin, Illinois 60123
(b) Severability. If any one or more of the provisions contained in this Agreement
shall, for any reason, be held invalid, illegal or unenforceable in any respect, such
invalidity, illegality or unenforceability shall not affect any other provisions hereto,
and this Agreement shall be construed as if such invalid, illegal or unenforceable
provision and not been contained herein; provided however, that if permitted by
applicable law, any invalid, illegal or unenforceable provision may be considered in
determining the intent of the parties with respect to the provisions of this
Agreement.
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(c) Non-waiver. The failure by a party to enforce any provision of this Agreement
against the other party shall not be deemed to be a waiver of the right to do so
thereafter.
(d) Modification of Agreement. This Agreement may be modified or amended only
in a writing signed by both of the parties hereto, or their successors or assigns, as
the case may be.
(e) Captions. The paragraph captions are inserted for convenience of reference and
are in no way to be construed as a part of this Agreement or as a limitation on the
scope of the paragraphs to which they refer.
(f) Entire Agreement. This Agreement contains the entire agreement and
understanding of the Owner and the City with respect to the subject matter set
forth herein, all prior agreements and understandings having been merged herein
and extinguished hereby.
(g) Incorporation of Recitals and Exhibits. The recitals to this Agreement, as well
as all Exhibits attached hereto, are by this reference incorporated herein.
(h) Joint Preparation. This Agreement is and shall be deemed and construed to be
the joint and collective work product of the City and Grantee and, as such, this
Agreement shall not be construed against either party, as the otherwise purported
drafter of same, by any court of competent jurisdiction in order to resolve any
inconsistency, ambiguity, vagueness or conflict, if any, in the terms or provisions
contained herein.
(i) Law Governing. This Agreement shall be governed by and construed in
accordance with the laws of the State of Illinois. In any legal proceeding between
the parties hereto, venue shall exclusively lie in the Sixteenth Judicial Circuit of
Kane County, Illinois. Each party hereby waives any objection it may have to
commencement or transfer of any such proceeding to either of said venues and
hereby affirmatively consents to same. Notwithstanding anything else to the
contrary in this Agreement, with the sole exception of an action to recover the
development assistance the City has agreed to pay pursuant to the preceding
Paragraph 2 hereof, no action shall be commenced by Elgin Academy, or any of its
successors and/or assigns against the City for monetary damages.
(j) Successors. This Agreement shall inure to the benefit of, and shall be binding
upon the parties hereto and their respective successors, assigns and grantees.
Further, upon any conveyance of ownership of the Real Estate by Elgin Academy
or its successors (in either case the "Grantor"), the party making such conveyance
shall be relieved of any further liability or obligation accruing hereunder from and
after the date of such conveyance and the party receiving such conveyance shall
assume all rights and obligations of the Grantor.
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(k) Time of the essence. Time shall be of the essence of this Agreement.
(1) No joint venture. This Agreement shall not be deemed or construed to evidence
or create an employment, joint venture, partnership or other agency relationship
between the parties hereto.
CITY OF ELGIN, a municipal ELGIN ACADEMY
corporation
By: -� By: �.
Ed Schock, Mayor (/Head of School
Attest:
By:
Diane Robertson, ity Clerk
FA,egal Dept\Agreement\Development Agr-Elgin Academy-clean-9-25-08.doc
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EXIT I
9/25/08
2�08K�89625
This Instrument Prepared
By and Return After SANDY W E G M A N
Recording to: RECORDER - KANE COUNTY, IL
William A. Cogley RECORDED: 12/5/2008 3:49 PM
REC FEE: 27.00
City of Elgin PAGES: 6
Legal Department
150 Dexter Court
Elgin, IL 60120-5555
EASEMENT AGREEMENT
THIS EASEMENT AGREEMENT is made and entered into this r day of
ALve,,,,UjK 2008, by and between the CITY OF ELGIN, an Illinois municipal corporation,
(hereinafter referred to as the "City"), and ELGIN ACADEMY, an Illinois not for profit
corporation, (hereinafter referred to as the"Grantor").
WITNESSETH:
WHEREAS, the Grantor owns certain real property commonly known as the
Elgin Academy Campus located at 350 Park Street, Elgin, Kane County, Illinois 60120; and
WHEREAS, the parties have determined that it is in their best interests for
Grantor to grant to the City an easement over that portion of Grantor's property depicted and
legally described on the plat of easement prepared by Alan J. Coulson, P.C., dated August 27,
2008, Job No. B49, 701EA, attached hereto as Exhibit A attached hereto (such portion of
Grantor's property depicted and legally described on Exhibit A attached hereto is hereinafter
referred to as the "Easement Premises").
NOW, THEREFORE, for and in consideration of Ten Dollars ($10.00) in hand
paid to Grantor, and other good and valuable consideration, the sufficiency of which is hereby
acknowledged, the parties hereto agree as follows:
1. That Grantor hereby grants and conveys to the City of Elgin, an Illinois
municipal corporation, a non-exclusive easement for the installation and use of an artifact garden
on the Easement Premises. Grantor hereby further grants and conveys to the City of Elgin the
non-exclusive right of ingress and egress to the Easement Premises over portions of the
Grantor's property adjoining the Easement Premises. The Grantor hereby further acknowledges
and agrees that the Easement Premises and the rights of ingress and egress thereto may be
utilized for such artifact garden by the City of Elgin and its invitees which invitees shall include
the Elgin Area Historical Society for use thereof in connection with the Old Main Museum.
2. Any proposed improvements in or relating to the Easement Premises
including, but not limited to, any lighting, pavement or otherwise, shall require the advanced
written approval of the Grantor, which approval shall not be unreasonably withheld. The
Grantor further hereby reserves the right and authority to disapprove of the installation or
placement of particular items within the Easement Premises. In the event the Grantor
disapproves of the installation or placement of any particular item within the Easement Premises
the Grantor shall provide the City and invitees notice thereof and the subject item shall not be
installed or placed within the Easement Premises, or if already installed or placed, promptly
removed by the City or its invitees from the Easement Premises.
3. That the Grantor shall not undertake any activities which unreasonably
interfere with the Easement Premises and the City's intended use thereof.
4. That no amendment, revision or modification hereof shall be effective
unless it is in writing and signed by all of the parties hereto.
5. That the City for itself, its invitees, agents and independent contractors,
hereby agrees to indemnify and hold Grantor harmless from third part claims for personal
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injuries or property damage arising directly as a result of the City or its invitees' work in or use
of the Easement Premises. The City further agrees to indemnify and hold Grantor harmless from
any and all liens placed against the Easement Premises arising from the use thereof as the artifact
garden.
6. That this agreement constitutes the entire agreement between the parties and
is intended as a complete and exclusive statement of the terms of the parties agreement, and it
supersedes all prior and concurrent promises, representations, proposals, negotiations,
discussions and agreements that may have been made in connection with the subject matter
hereof.
7. That this agreement shall be governed by and construed in accordance with
the laws of the State of Illinois.
8. That it is understood and agreed that the City may utilize the services of
third party contractors, employees or other agents to perform work in the Easement Premises.
9. That the Grantor hereby represents and warrants to the City it is the fee
simple title holder of the Easement Premises and that it has the full power and authority to enter
into and make the grant of easement as provided herein.
10. That this agreement shall be binding on the parties hereto, their successors
and permitted assigns and shall run with the land.
11. That this agreement shall be recorded by the City at the City's cost with the
Kane County Recorder.
12. That the term of this Easement Agreement shall be for twenty (20) years
from the date and year first written above whereupon this Easement Agreement shall expire and
the grant of easement provided for herein shall terminate.
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IN WITNESS WHEREOF, the parties have entered into and executed this
Easement Agreement on the date and year first written above.
CITY OF ELGIN, an Illinois ELGIN ACADEMY
municipal corporation , 1
By _ By 10faL
Mayor Vead of School
Attest:
City Clerk
STATE OF ILLINOIS )
COUNTY OF K A N E ) SS.
I, the undersigned, a Notary Public, in and for said County, in the State aforesaid,
do hereby certify that Ed Schock, Mayor, personally known to me to be the same person whose
name is subscribed to the foregoing instrument, appeared before me this day in person and
acknowledged that he signed and delivered the said instrument as his free and voluntary act of
the uses and purposes therein set forth.
Given under my hand an official seal, this Iq`'wday of
2008.
Notary b c "WFWIAL SFAL"
MARY GWFORT
STATE OF ILLINOIS ) tcy Punic,f1#e of uflno►s
COUNTY OF K A N E ) SS. fly Cwani*=Exfres 06113/2012
I, the unde igned, a Notary Public, in and for said County, in the State aforesaid,
do hereby certify that is personally known to me to be the same
person whose name is silbscribed to the fo egoing instrument, appeared before me this day in
person and acknowledged that he signed and delivered the said instrument as his free and
voluntary act of the uses and purposes therein set forth.
Given under my hand an official seal this day of
2008.
t Public
"OFFICIAL SEAL"
F:\Legal Dept\Agreement\Easement-Elgin Academy-clean-9-25-08.doc SHARON A.SHATKUS
Notary Public,State of Illinois
[My Commission Expires 02-22-2011
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EXHIBIT "A"
(Plat of Easement Premises)
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PIAT OF EASEMENT
"EXHIBIT A"
An Easement for the purpose of Elgin Area Historical Society Sculpture Garden over,under and upon that part of Lots 23 and 24 in B.W.
Raymond's Addition to Elgin,described as follows: Beginning at the intersection of the East line of the West 121.0 feet of said Lot 24 with
the North line of Park Street(also being the South line of said Lot 24);thence North 01 degree 08 minutes 30 seconds West along said
East line,52.97 feet;thence South 87 degrees 46 minutes 06 seconds East 37.88 feet;thence South 87 degrees 13 minutes 03 seconds
East 42.90 feet;thence South 82 degrees 47 minutes 14 seconds East,16.12 feet;thence South 87 degrees 24 minutes 03 seconds East
32.11 feet;thence Easterly on a curve to the right having a radius of 12.37 feet,an arc of 7.22 feet(the chord of the last described curve
bearing South 68 degrees 28 minutes 41 seconds East 7.12 feet);thence South 01 degree 07 minutes 15 seconds East 51.70 feet to the
North line of Park Street;thence South 89 degrees 18 minutes 55 seconds West along said North line 135.17 feet to the point of beginning, '
in the City of Elgin,Kane County,Illinois.
20 0 20 40 60
Score,1• =20'
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- S 89.18'55' v "
PARK STREET
STATE OF ILLINOIS
COUNTY OF KANE ss A",•
This is to cettif;that the plat hereon drawn correctly
Indicates bove described property.
N
THIS PLAT IS BEING RECORDED BY: `Charles J.Hill I.P L S.#35-2700
My license expires �4-!S�, 2z:)06
NAME Prepared by:
ADDRESS P.C.Alan J.Coulson,Y
Professional Land Surveyors
205 West Main Street,
West Dundee,Illinois 60118
JOB NO. -101 F1l Phone:(847).426-2911
Date August 7, 2008 r _
TO: Mayor and Members of the City Council i
i }
FROM: Olufemi Folarin, City Manager '
RuthAnne K. Hall, Management Analyst 4,•C;,,,,,,,,, ily
SUBJECT: Development Agreement with Elgin Academy for Historic Street Lighting
PURPOSE
The purpose of this memorandum is to provide the Mayor and members of the City Council with
information to consider a Development Agreement with Elgin Academy for the installation of
historic street lighting on Academy Place and Kimball Street.
RECOMMENDATION
It is recommended that the City Council enter into a Development Agreement with Elgin
Academy for the installation of historic street lighting on Academy Place and Kimball Street in
the amount of$115,000.
BACKGROUND
In conjunction with the construction of the Harold D. Rider Family and Media, Science and Fine
Arts Center, opening in October 2008, it is proposed that the City assist in funding additional
street lighting (matching the historic-style lampposts in the Gifford Park neighborhood) along the
length of Academy Place and two additional lights on Kimball Street (which match the style
used on Kimball Street).
Elgin Academy, in turn, will be providing at its own expense, building-mounted lighting
upgrades, infrastructure improvements, the underground relocation of power lines, and a
campus-wide, internet-based, security camera system that will allow substantially enhance the
security of the campus.
The lighting proposal also coincides with the 2008 street resurfacing program, which identified
Kimball Street and Academy Place through Elgin Academy campus for improvements. As a
result, through the coordinated efforts of the City and Elgin Academy, the street resurfacing will
.s
Development Agreement with Elgin Academy for Historic Street Lighting
August 7, 2008
Page 2
complete the project this fall. Lastly, as part of the Development Agreement, Elgin Academy
will be granting an easement to the City of Elgin for the installation of an artifact garden on a
portion of the Elgin Academy campus adjacent to the Elgin Area Historical Society.
COMMUNITY GROUPS/INTERESTED PERSONS CONTACTED
Elgin Area Historical Society
FINANCIAL IMPACT
The cost of the proposed Development Agreement with Elgin Academy would total $115,000.
There are currently no monies budgeted in the 2008 Budget or 2008-2012 Financial Plan. If
approved by the City Council, funding would need to be provided as part of the 2009 Budget
within the Riverboat, Riverboat Lease or the Central Area Tax Increment Financing Funds.
Should current projects be completed at their budgeted level, an already existing identified
project would need to be eliminated in order to fund this initiative.
LEGAL IMPACT
None
ALTERNATIVES
1. The City Council may choose to enter into the Development Agreement with Elgin
Academy for the installation of historic street lighting on Academy Place and Kimball
Street in the amount of$115,000.
2. The City Council may choose not to enter into the Development Agreement with Elgin
Academy for the installation of historic street lighting on Academy Place and Kimball
Street.
Respectfully submitted for Council consideration.
Attachments
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