13-13 Resolution No. 13-13
RESOLUTION
AUTHORIZING EXECUTION OF A REAL ESTATE CONTRACT
WITH JBSS PROPERTIES, LLC REGARDING THE PURCHASE OF
750 S. STATE STREET
BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF ELGIN,ILLINOIS,that
Sean R. Stegall,City Manager,and Kimberly A.Dewis,City Clerk,be and are hereby authorized and
directed to execute a real estate contract on behalf of the City of Elgin with JBSS Properties, LLC,
for the purchase of property commonly known as 750 S. State Street for$8,000,000.00, a copy of
which is attached hereto and made a part hereof by reference.
s/David J. Kaptain
David J. Kaptain, Mayor
Presented: January 23, 2013
Adopted: January 23, 2013
Vote: Yeas: 6 Nays: 0
Attest:
s/Kimberly Dewis
Kimberly Dewis, City Clerk
REAL ESTATE SALE CONTRACT
1. Agreement to Purchase. The City of Elgin, Illinois, an Illinois municipal
corporation ("Purchaser") agrees to purchase at a price of Eight Million Dollars ($8,000,000.00),
("Purchase Price") on the terms set forth herein, certain real estate and all improvements thereon
and appurtenances thereto, such real estate consisting of the property commonly known as the
750 South State Street, Elgin, Kane County, Illinois 60120, Permanent Index Numbers 06-23-
400-013 and 06-23-400-014, the legal description thereof being set forth on "Exhibit A" attached
hereto and incorporated herein by this reference (such real estate, all improvements thereon and
appurtenances thereto are hereinafter collectively referred to as the "Real Estate").
2. Agreement to Sell. JBSS Properties, LLC, an Illinois limited liability company,
as owner of record of the Real Estate ("Seller") agrees to sell the Real Estate described above at
the price and terms set forth herein, and to convey or cause to be conveyed to Purchaser title
thereto by a recordable warranty deed, with release of homestead rights, and a proper Bill of
Sale, and subject only to (a) current real estate taxes not yet due and payable; (b) those title
exceptions set forth on Exhibit B attached hereto.
3. Payment Structure. At the Closing, Purchaser shall pay the total Purchase Price,
plus or minus prorations.
4. Survey. Within thirty (30) days of the entry into this contract, Seller, at its own
expense, shall furnish Purchaser a plat of survey ("Survey") of the Real Estate dated within six
(6) months of the date of this contract, made, and so certified by the surveyor to Purchaser, or
other persons designated by Purchaser and the Title Company as having been made in
accordance with the Minimum Standard Detail Requirements for ALTA/ASCM Land Title
Surveys and Mapping, 2011, including, without limitation, items 1, 3, 4, 6(b), 8, 11(a) and 19 in
Table A thereof with accuracy standards appropriate to suburban settings and for Purchaser's
intended use of the Real Estate as a public park. Such survey shall further indicate as follows:
(a) the acreage of the Real Estate; (b) improvements on the Real Estate; (c) any improvements on
adjoining real property within five (5) feet of the property lines of the Real Estate; (d) the flood
hazard designation of the Real Estate; and (e) whether any portion of the Real Estate is located
within any designated wetland area.
5. Title. Within thirty (30) days of the entry into this contract, Seller, at its own
expense, shall furnish to Purchaser a title commitment (the "Title Commitment") for an ALTA
(2006) owner's title insurance policy issued by Chicago Title Insurance Company (the "Title
Company") in the amount of the purchase price and including extended coverage over the so-
called "general exceptions" to the policy, covering title to the land and improvements on or after
the date hereof, showing title in the Seller, subject only to (a) current real estate taxes not yet due
and payable; (b) those title exceptions set forth on Exhibit B hereto; and (c) title exceptions
pertaining to liens or encumbrances of a definite or ascertainable amount which may be removed
by the payment of money at Closing and which the Seller agrees to remove (collectively the
"Permitted Exceptions"). At Closing, Seller also shall furnish Purchaser an affidavit of title in
customary form covering the date of Closing and showing title in Seller subject only to the
Permitted Exceptions.
6. Title Clearance. If the title commitment or plat of survey discloses either
unpermitted exceptions or survey matters that render the title not in conformance with the
provisions of this contract (herein referred to.as "survey defects"), Purchaser shall notify Seller
in writing of any objections within thirty (30) days of receipt of the later of the Title
Commitment and Survey ("Objection Notice). Seller shall have sixty (60) days from the date of
delivery of the Objection Notice (but until June 30, 2013, to obtain the release from the State of
Illinois referred to in Section 29 hereof) to have the exceptions removed from the commitment or
to correct such survey defects or, if Purchaser so approves in writing, to have the Title Company
commit to insure against loss or damage that may be occasioned by such exceptions or survey
defects. If Seller fails to have the exceptions removed or correct any survey defects, or in the
alternative, to obtain the commitment for title insurance specified above as to such exceptions or
survey defects (if Purchaser so approves in writing) within the specified time, Purchaser may,
within thirty (30) days thereafter, either (i) terminate this contract; or (ii) may elect, upon notice
to Seller to take title as it then is, with no adjustment to the Purchase Price. If Purchaser does not
so elect, Purchaser shall be deemed to have elected (i) above.
7. Inspection. Seller and Purchaser further agree as follows:
A. The obligation of Purchaser to purchase the Real Estate pursuant to this contract
is subject to and contingent upon the condition precedent that Purchaser shall have found the
environmental condition of the Real Estate to be acceptable to the Purchaser following the
performance of such environmental investigations and/or testing on the Real Estate as the
Purchaser may elect to perform at its sole expense.
B. Seller represents and warrants to Purchaser that it has previously delivered to or
caused to be delivered to the Purchaser copies of all reports and/or documents in Seller's
possession or control regarding the environmental condition of the Real Estate including, but not
limited to, geological studies, environmental assessments, reports, soil tests, groundwater tests or
other test results. Purchaser shall commence performance of any environmental inspections of
the Real Estate that it elects to perform and shall complete same within ninety (90) days of the
entry into and execution of this contract. Seller hereby agrees to allow Purchaser and its agents
and contractors reasonable access to the Real Estate to conduct such environmental inspections
including, but not limited to, subsurface investigations. The Purchaser shall give the Seller five
(5) days advanced notice of any subsurface testing to be conducted on the Subject Property.
The Purchaser agrees to reasonably restore the Real Estate after the environmental inspections,
remove any waste generated in such inspection process and indemnify, defend and hold Seller
harmless from any liability, loss, claim, cost or expenses pertaining to any bodily injury or
property damage arising out of the Purchaser's performance of the environmental inspections of
the Real Estate.
C. Upon the request of the Seller, a full and complete copy of any reports or other
documents received by the Purchaser and containing the test data, findings, conclusions and
recommendation of the party performing such environmental inspections of the Real Estate shall
be promptly provided by the Purchaser to the Seller.
D. If the Purchaser determines, in its sole discretion, that the Real Estate is
unsuitable for acquisition by the Purchaser, the Purchaser may, at its written election delivered to
the Seller not later than ninety (90) days after the entry into and execution of this contract,
declare this contract null and void whereupon this contract shall be deemed terminated, null and
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void and without further obligations or liabilities of the parties hereto. If such written notice is
not served within the time specified, Purchaser shall be deemed to have waived this contingency
and Purchaser shall be deemed to have elected to proceed with the purchase of the Real Estate
pursuant to the terms of this contract and this contract shall remain in full force and effect.
8. Closing. The time of Closing ("Closing' or "Closing Date") shall be within thirty
(30) days following the Purchaser's closing on the sale of its property to Community College
District No. 509 pursuant to the Subject Intergovernmental Agreement referred to in Section 31
hereof, or such other date as may hereafter be agreed to by the parties, but in no event later than
December 31, 2013; provided, however, that if by said date the City has not consummated such
sale, either party may terminate this Agreement upon written notice to the other. Unless
subsequently mutually agreed otherwise, Closing shall take place at the office of the Escrowee
(as hereinafter defined), provided title is shown to be good or is accepted by Purchaser.
9. Prorations. General taxes and the rent for the lease with the State of Illinois
Department of Central Management Services referred to in Section 30 hereof shall be adjusted
ratably as of the time of Closing. If the amount of the current general taxes is not then
ascertainable, the adjustment thereof, except for that amount which may accrue by reason of new
improvements, shall be on the basis of 105% of the amount of the most recent ascertainable
taxes, subject to reproration when the amount thereof becomes ascertainable. Seller shall pay the
amount of any stamp tax imposed by state or county law on the transfer of title, if any, and
furnish a completed Real Estate Transfer Declaration signed by Seller or Seller's agent in the
form required pursuant to the Real Estate Transfer Tax Act of the State of Illinois, and shall
furnish any declaration signed by Seller or Seller's agent or meet other requirements as
established by any county or local ordinance with regard to a transfer or transaction tax.
10. Bill of Sale for Fixtures and Personal Property. Seller shall transfer to Purchaser
at Closing by a bill of sale the following fixtures and personal property now located on the Real
Estate: heating systems; electrical systems; plumbing systems, central air conditioning systems;
sump pump; security systems; fire alarm systems; smoke and carbon monoxide detectors;
window shades, blinds, attached shutters, draperies and curtains, hardware and other window
treatments; wall-to-wall carpeting; electric air filter; central humidifier; ceiling fans; all planted
vegetation; existing storm windows and screens. All fixtures and personal property are being
conveyed by the Seller to the Purchaser as they exist on the Real Estate and "as is".
11. Commissions. Seller and Purchaser each warrant to the other that they have dealt
with no real estate broker in connection with this transaction. Each party agrees to indemnify,
hold harmless and defend the other party from any loss, costs, damages or expense (including
reasonable attorney's fees) arising out of a breach of the warranty contained in this Section 11.
12. Seller Warranties: Seller represents and warrants to Purchaser as follows:
(a) Seller is not a "foreign person" within the meaning of Section 1445 of the Internal
Revenue Code. At closing, Seller shall deliver to Purchaser a certificate of non-
foreign status.
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(b) With the sole exception of the lease between the Seller as Lessor and the State of
Illinois Department of Central Management Services, as Lessee, referred to in
Section 30 hereof, there are no existing leases affecting the Real Estate.
(c) With the sole exception of the option to re-purchase the real estate by the State of
Illinois referred to in Section 29 hereof, there are no existing contracts or options
to purchase the Real Estate.
(d) There exists no management agreement, exclusive brokerage agreement or service
agreement of any kind relative to the Real Estate that will continue in force
beyond the closing date.
(e) With the sole exception of the State of Illinois Department of Central
Management Services pursuant to the lease referred to in Section 30 hereof, as of
the Closing Date, the Real Estate will be vacant and unoccupied.
13. Condition and Possession of the Real Estate at Closing. Seller agrees and shall
deliver to Purchaser at Closing possession of the Real Estate including but not limited to all
improvements thereon and appurtenances thereto in the same condition as it is at the date of this
contract, ordinary wear and tear excepted. Seller at its cost shall prior to closing remove from
the Real Estate hereof all debris and Seller's personal property not conveyed by Bill of Sale to
Purchaser. Seller shall deliver possession of the Real Estate to Purchaser at Closing and with the
sole exception of the State of Illinois, Department of Central Management Services as Lessee
pursuant to the lease referred to in Section 30 hereof, the Real Estate shall be vacant without any
tenants or occupants.
14. Survival. All representations, warranties, indemnities and covenants made by
Seller to Purchaser under this Contract shall be deemed remade as of the Closing and shall
survive the Closing, and the remedies for the breach thereof shall survive the Closing and shall
not be merged into the closing documents.
15. Closing Documents. In addition to the deed, survey, affidavit of title, transfer
declarations and other documents described in this Contract, Seller shall deliver or cause to be
delivered to Purchaser at Closing the following:
(a) an ALTA statement signed by Seller;
(b) a title policy or marked-up commitment in the amount of the purchase price, dated
on the Closing Date, insuring title in Purchaser or Purchaser's nominee, in the
condition required under Section 5;
(c) a Plat Act Affidavit, if applicable;
(d) payoff letters with respect to all mortgages of record;
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(e) a release from the State of Illinois for the restrictions on the utilization of the Real
Estate and the State of Illinois' option to repurchase the property referred to in
Section 29 hereof, and releases with respect to any other liens or encumbrances;
(f) an assignment to the City of Elgin from the Seller of the lease between Seller as
Lessor and the State of Illinois Department of Central Management Services, as
Lessee, referred to in Section 30 hereof;
(g) other documents required by the title company to waive exceptions to title not
permitted by this contract;
(h) a non-foreign affidavit, prepared in compliance with the requirements of the
Internal Revenue Code Section 14.45(e), from the Seller;
(i) a closing statement; and
(j) such other documents, instruments, certifications and confirmations as
customarily required by the Title Company or as may be otherwise reasonably
required in order to consummate this transaction.
16. Default. Seller and Purchaser agree that, in the event of a default by either party
the other party shall, prior to taking any such action as may be available to it, provide written
notice to the defaulting party stating that they are giving the defaulted party thirty (30) days
within which to cure such default. If the default shall not be cured within the thirty (30) days
prior aforesaid, the party giving such notice shall be permitted to avail itself of remedies to
which it may be entitled under this contract.
17. Remedies. In the event that either party fails or refuses to carry out its obligations
under this contract the other party shall be free to pursue any available legal remedies at law or in
equity; provided, however, neither party shall be liable for consequential, incidental or special
damages.
18. Escrow. This sale shall be closed through an escrow by means of a "New York
Style" closing (the "Escrow") with Chicago Title and Trust Company ('`Escrowee"), in
accordance with the provisions of the Deed and Money Escrow Agreement then in use by
Escrowee, with such special provisions inserted in the escrow agreement as may be required to
conform with this Contract. Upon the creation of such Escrow, payment of the purchase price
and delivery of deed shall be made through the Escrow and the earnest money shall be deposited
in the Escrow. The cost of the Escrow and any so-called "New York Style" closing fee shall be
divided equally between Seller and Purchaser. Purchaser and Seller shall make all deposits into
the escrow in a timely manner to permit the Escrowee to disburse the Escrow on the Closing
Date. Seller and Purchaser shall each provide any undertaking (the "GAP Undertaking") to the
Title Company necessary to effectuate the New York Style closing.
19. Time. Time is of the essence of this Contract.
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20. Manner of Payment. Any payments herein required to be made at the time of
Closing shall be by certified check, cashier's check, City of Elgin check or wire transfer.
21. Notices. All notices herein required shall be in writing and shall be served on the
parties at the addresses following their signatures. The mailing of a notice by registered or
certified mail, return receipt requested, or personal delivery by courier service shall be sufficient
service. Notices may also be served on the attorneys for the parties by use of a facsimile
machine with proof of transmission and a copy of the notice with proof of transmission being
sent by regular mail on the date of transmission.
22. Interpretation. This contract shall be construed, and the rights and obligations of
Seller and Purchaser hereunder, shall be determined in accordance with the laws of the State of
Illinois without reference to its conflict of laws rules.
23. Failure to Enforce Provisions. The failure by a party to enforce any provision of
this contract against the other party shall not be deemed a waiver of the right to do so thereafter.
24. Amendments. This contract may be modified or amended only in writing signed
by the parties hereto, or their permitted successor or assigns, as the case may be.
25. Entire Agreement. This agreement contains the entire agreement and
understanding of the parties herein, all prior agreements and undertakings having been merged
herein and extinguished hereby.
26. Joint and Collective Work Product. This contract is and shall be deemed and
construed to be a joint and collective work product of the Purchaser and the Seller, and, as such,
this contract shall not be construed against the other 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, and the terms or provisions contained herein.
27. Assignment. This contract shall be binding on the parties hereto and their
respective successors and permitted assigns. Seller may assign this contract and the obligations
hereunder to an affiliate entity owned and controlled by the Seller in the event Seller transfers
title to such affiliate prior to the closing. Written notice of such an assignment shall be provided
by the Seller to the Purchaser. With the exception of such an assignment to an affiliate entity by
the Seller, this contract and the obligations hereunder may not be assigned without the express
written consent of each of the parties hereto.
28. Uniform Vendor and Purchase Risk Act. The parties agree that the provisions of
the Uniform Vendor and Purchase Risk Act of the State of Illinois (765 ILCS 65/1 et seq.) shall
be applicable to this contract.
29. Release from State of Illinois. Notwithstanding anything to the contrary in this
contract, the obligations of Purchaser to purchase the Real Estate and the obligation of Seller to
sell the Real Estate pursuant to this contract are further subject to and contingent upon the Seller
obtaining prior to Closing a release from the State of Illinois regarding the restrictions on the
utilization of the Real Estate and the State of Illinois' option to repurchase the Real Estate as
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provided for in the real estate contract between the State of Illinois and the City of Elgin dated
June 18, 2004. Seller shall commence with efforts to obtain such release from the State of
Illinois upon the entry into this contract and shall use all reasonable efforts to obtain such
release. In the event the Seller is unable to obtain such a release from the State of Illinois by
June 30, 2013, either party may, at its written election delivered to the other party, declare this
contract null and void whereupon this contract shall be terminated, null and void and without
further obligations or liabilities of the parties hereto, so long as termination occurs prior to the
release being obtained. Failure to obtain the release creates no liability against Seller
whatsoever. Purchaser agrees to reasonably assist Seller's efforts to obtain the release. Neither
party hereto shall be obligated to expend any money to obtain the release.
30. Assignment of Lease with the State of Illinois, Department of Central
Management Services. The parties acknowledge there exists a lease for a portion of the Real
Estate between the Seller, as Lessor, and the State of Illinois, Department of Central
Management Services, as Lessee dated June, 2012, for the building located on the Real Estate
commonly known as Building 67 at 600 S. State Street, Elgin, Illinois (the "Subject State
Lease"). A copy of the Subject State Lease is attached hereto as Exhibit C. The initial term of
the Subject State Lease is for twenty-three months for a term commencing August 1, 2012, and
expiring on June 30, 2014. Seller represents and warrants to the Purchaser that the Lessee is as
of the entry into this contract current with rent payments under the lease and that there are no
known defaults under the lease. In the event either party asserts a breach or default under the
lease prior to the Closing Seller shall provide the Purchaser written notice thereof. Seller also
represents and warrants to the Purchaser that it has completed the improvements to the lease
premises required under Section 1.08 and referenced in Exhibit B to the Subject State Lease.
Upon assignment of the Subject State Lease from the Seller to the Purchaser at Closing Seller
shall cooperate with the Purchaser in notifying the Lessee of the change in ownership as required
in Section 11.10 of the Subject State Lease. Seller shall also request from the State of Illinois a
signed acknowledgment and consent from the State of Illinois Department of Central
Management Services as to such assignment from the Seller to the Purchaser. If the Subject
State Lease as hereinafter extended or amended, is still in effect as of the Closing, Seller shall
assign the Subject State Lease at Closing to the Purchaser. As of the entry into this contract, the
Seller shall not extend or otherwise amend the Subject State Lease or enter into any successor
lease or any other leases for the Real Estate or any portion thereof without the express advance
written consent of the Purchaser.
31. Purchaser's Intergovernmental Agreement with Community College District
No. 509. Seller expressly acknowledges and understands that currently with the entry into this
contract the Purchaser is also entering into an intergovernmental agreement with Community
College District No. 509 whereby the Purchaser is selling to Community College District No.
509 certain property currently owned by the Purchaser (such intergovernmental agreement
between the Purchaser and Community College District No. 509 is hereinafter referred to as the
"Subject Intergovernmental Agreement"). The Purchaser has provided the Seller a copy of the
Subject Intergovernmental Agreement. Notwithstanding anything to the contrary in this
contract, it is expressly agreed and understood that the obligations of Purchaser to purchase the
Real Estate pursuant to this contract is further subject to and contingent upon the Purchaser
completing the sale of its property to Community College District No. 509 pursuant to the
Subject Intergovernmental Agreement and receiving the funds from such transaction to fund the
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purchase of the Real Estate pursuant to this contract. In the event the Purchaser determines it is
not able to or does not complete and close the sale of its property with Community College
District No. 509 for any reason whatsoever prior to or concurrently with the Closing pursuant to
this contract Purchaser may in its sole discretion and at its written election delivered to the Seller
declare this contract null and void whereupon this contract shall be deemed terminated, null and
void and without further obligation or liabilities of the parties hereto.
32. Approval From Seller's Lender. Notwithstanding anything to the contrary in this
contract, the obligation of Seller to sell the Real Estate and the obligation of Purchaser to
purchase the Real Estate pursuant to this contract are further subject to and contingent upon the
Seller obtaining prior to closing approval from Seller's lender to sell the real estate to the
Purchaser pursuant to this contract. Seller shall provide Purchaser evidence of such approval
from the lender upon receipt thereof. In the event the Seller is unable to obtain such approval
from its lender by June 30, 2013, either party, at its written election delivered to the other
party, declare this contract null and void and whereupon this contract shall be deemed
terminated, null and void without further obligations and liabilities of the parties hereto.
33. As Is/Where Is Sale. Seller has not made, and shall not be deemed to have made,
and Purchaser has not relied upon, any representation or warranty, either express or implied, to
Purchaser, or any person representing Purchaser, or any person or entity upon which Purchaser
relies in purchasing the Real Estate as to any matter whatsoever concerning the Real Estate
except for any representation or warranty expressly set forth in this Agreement. Purchaser
acknowledges that the purchase of the Real Estate by Purchaser is on an "AS IS" basis.
PURCHASER EXPRESSLY AGREES TO ACCEPT THE REAL ESTATE "AS IS" AND
"WHERE IS." SELLER SHALL UNDER NO CIRCUMSTANCES BE DEEMED TO HAVE
MADE, AND SELLER HEREBY DISCLAIMS, ANY REPRESENTATION OR WARRANTY,
EITHER EXPRESS OR IMPLIED, AS TO ANY MATTER WHATSOEVER, INCLUDING
WITHOUT LIMITATION, THE CONDITION OF THE REAL ESTATE AND EACH PART
THEREOF, ANY ENVIRONMENTAL CONDITION WITH RESPECT TO THE REAL
ESTATE INCLUDING, WITHOUT LIMITATION, THE PRESENCE OF ANY POLLUTANT
OR CONTAMINANT, INCLUDING ANY HAZARDOUS SUBSTANCE IN, ON OR UNDER
THE REAL ESTATE), AND THE ADEQUACY, SUITABILITY OR FITNESS FOR ANY
PARTICULAR PURPOSE OF THE REAL ESTATE OR ANY PART THEREOF. SELLER
SHALL NOT BE LIABLE FOR ANY INCIDENTAL OR CONSEQUENTIAL DAMAGES,
INCLUDING, WITHOUT LIMITATION, BUSINESS INTERRUPTION OR STRICT OR
ABSOLUTE LIABILITY IN TORT, OCCASIONED BY OR ARISING IN CONNECTION
WITH THE CONDITION OR ANY ALLEGED CONDITION OF THE PROPERTY,
INCLUDING, WITHOUT LIMITATION, LIABILITY ARISING OUT OF ANY
ENVIRONMENTAL CONDITION WITH RESPECT TO THE REAL ESTATE (INCLUDING,
WITHOUT LIMITATION, THE PRESENCE OF ANY POLLUTANT OR CONTAMINANT,
INCLUDING ANY HAZARDOUS SUBSTANCE IN, ON OR UNDER THE REAL ESTATE).
Seller shall not be obligated to conduct any inquiry or investigation regarding the condition of
the Real Estate in connection with this Contract. The provisions of this Section 33 shall survive
the delivery and recording of the Deed.
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DATED: January 23, 2013
CITY OF ELGIN JBSS PROPERTIES, LLC
By By 1
ity Manager Its fn
Attest:
Y/ji 'I'I ,1A.4 j,&/
i y Clerk
150 Dexter Court 1703 N. Randall Road
Elgin, Illinois 60120-5555 Elgin, Illinois 60124
Attention: City Manager Attention: Mike Valentine
with a copy of any notice to: with a copy of any notice to:
William A. Cogley Stahl Cowen Crowley Addis LLC
Corporation Counsel 55 W. Monroe St., Suite 1200
City of Elgin Chicago, Illinois 60603
150 Dexter Court Attention: Lauane C. Addis
Elgin, IL 60120-5555
847-931-5655 (phone)
847-931-5665 (facsimile)
FALegal Dept\Real Estate\RE-Sales Contract-750 S State-SanFilippo(JBSS)-clean-1-15-13.docx
9
EXHIBIT A
Legal Description of the Real Estate
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-'P.LAT-. -OF. SU.RVEY
THAT PART OF TX SOUTHEAST QUARTER-OF SECTION 2J, TOWNSHIP 41 NORTH, RANGE•8 EAST-OF THE
THIRD PRINCIPAL MERIDIAN, DESCRIBED AS FOLLOWS; COMMENCING AT THE INTERSECTION OF THE WEST
LINE OF THE AFORESAID -SOUTHEAST QUARTER OF SECTION.23 WIN THE SOUTHERLY RIGHT OF WAY LINE
OF THE,U.S ROUTE 20 BY-PASS; THENCE SOUTH 00 DEGREES 09'MINUTES 40 SECONDS WEST, ALONG
AFORESAID NEST UNE-OF THE SOUTHEAST QUARTER, A DISTANCE OF 797.77 FEET FOR THE POINT OF
BEGINNING` THENCE SOUTH 86 DEGREES 33 MINUTES.51 SECONDS EAST. A.DISTANCE OF 564,68.'FEET,
1NENCE NORTH-0 DEGREES 31 MINUTES 48 SECONDS.EAST, A DISTANCE OF 820.00 FEET• TO THE
AFORESAID SOUTHERLY RIGHT OF WAY LINE'OF U4 ROUTE 20 BY-PASS; THENCE SOUTH 88. DEGREES
46 MINUTE$.OJ SECONDS EAST, ALONG SAID SOUTHERLY RIGHT OF WAY LNE; A DISTANCE OF 112109
FEET; THENCE SOV7HEASTERLY ALONG SAID SOU NDXY RIGINT Cr WAY LINE, BEING ALONG A CURVE TO
THE RIGHT, HAVING A RADIUS'OF 959.76 FEET. CHORD BEARING OF SOUIN 72 DEGREES 47 MINUTES 03
SECOIND$ EAST, AN ARC DISTANCE OF 20$78 FEET; THENCE SOUTH 66 DEGREES.35 MINUTES 09'•
SEOONID.S EAST, ALONG.SAID SOUTHERLY RIGHT'OF WAY UNE; TANGENT.TO THE LAST DEscRISED CURVE,. .
A DISTANCE OF 4.20 FEET; THENCE SOUTHEASTERLY, ALONG SAID SOUTHERLY RIGHT OF WAY LNN
BEING ALONG ASCURVE TO THE LEFT. HANNG A RADIUS OF.3029.48 FEET, CHORD BEARING OF SOUTH
-70 DEGREES 50 MINUTES 57 SECONDS EAST, AN ARC DISTANCE OF 434.37 FEET To THE WESTERLY .
RIGHT OF•WAYLINE-OF STATE ROUTE NQ. 31; THENCE SOUTH 00 DEGREES 42 MINUTES 08 SECoIVDS
EAST. ALONG SAID WESTERLY RIGHT OF WAY UN£,-A DISTANCE•OF `188:74•f.EET; THENCE SOUTH 05 ,
OEGRlM'17 MINUTES 58 SECONDS NEST, ALONG SAfD M£SIERLY.171GIHT OF WAY UNE A DISTANCE.OF .
601.06 1M- THENCE SOUTHM MTERLY, ALONG SAID NESTERLY.RIG HT-W. -WAY'LNE,-BEING ALONG A .
CURVE TO THE RIGHT. HAVING A RADIUS OF':3241.17 FEET CHORD'�AA 0-0F SOUTH 11. DEGREES 18
MINUTES 04 SECONDS NEST, AN-ARC DISTANCE OF 679.01 FEE THENC
T; E SOUTH 21-DEGREES 43
MINUTES 17 SECONDS WEST,-ALONG'SAID WESTERLY RIGHT OF WAY UNE;•A DISTANCE OF 98.27 FEET,
THENCE SOUTH 20 DEGREES.14.MINUTES 40 SECONDS-WEST. ALONG.SAD WESlE�2l.Y RIGHT OF WAY.UNE;
A DISTANCE OF 68.38 FEET.TD A JOG IN SAID *ESTERL.Y LIE+ THENCE NORIN 69 DEGREES 35 MINUTES
38 SECONDS WEST, ALONG-SAID JOG. A DISTANCE OF 30.00 FEET; THENCE SOU IN 20 DEGREESI4
MINUTES 40 SECONDS NEST ALONG SAID WESTERLY RIGHT OF WAY LINE, A DISTANCE OF 20.00 FEET TO
-A " IN SAD K-STERLY.4fM7.OF WAY UNE; THENCE SOUTH 69 DEGREES 35,-u/NOTES 36.SECONDS •
EAST, ALONG SAID J00,A DISTANCE CF 3QOO.FEET; THENCE SOUTH 20 DEGREES 14 MINUTES 40 -
SECONDS•NEST. ALONG SAID •N€STE Y RIGHT Of..WAY LN& A DISTANCE OF•95,40 FEET; THENCE SOUTH
40 DEGREES 51 MINUTES 13 SECONDS NEST, ALONG SAID MESTERLY RIGHT OF.WAY LINE•A DISTANCE OF
49.38 FEET; THENCE:SOUTH 65. DEGREES 11 MIWTES 41 SECONDS NEST. ALONG SAID WESTERLY RIGHT
OF WAY11NE, A DISTANCE OF-27.00 FEET; .THENCE SOUTH 22 DEGREES Jf MINUTES 54 SECONDS WEST,
ALONO..SAD WESTERLY R1014T OF WAY UNE; A DISTANCE OF407.73 FEET; THENCE SOUTH 2,0 DEGREE'S
49 MINUTES 52 SECONDS EAST'ALONO SAID WESTERLY RIGHT OF WAY'UNE; A DISTANCE OF 32.11 FEET;
THENCE NORTK 84 DE'GREE'S 37 MINUTES 08 SECONDS WEST. A DISTANCE OF 1110.23:FEET TO A POINT
HEREAFTER D TO AS POINT "A THENCE CONTINUING NORTH 84 DEGT=:37 MINUTES.06
SECONDS WEST. -A DISTANCE OAF 557.75.FEET; THENCE NORTH 86 DEGREES 41 MINUTES 37.SECONDS.
NEST, A-DISTANCE:OF,344 06 FEET TO•THE AFORESAID KST LINE OF THE SOUTHEAST QUARTER OF
SECTION 24 THENCE NORTH 00.DEGREES 09 MINUTES 40 SECONDS EAST. ALONG SAID VEST LINE; A
DISTANCE Or 116&55 FEET TO .THE.POINT OF BEGINNING, EXCEPTING. THEREFROM THAT PART'OF
AFORESAID swmEAST QUARTER OF SEQTIoN 23.oESd2lem As muoft COMMENCING AT.THE
•AFORESAID POINT W; THENCE NORTH 05 DEGREES 22 MINUTES 54 SECONDS EAST. A DISTANCE OF.
42229 FEET; THENCE SOUTH 79 DEGREES•01 MINUTES.05 SECONDS EAST, A DISTANCE &.78,58 FEET
FOR.-THE POINT OF BEGINNING OF EXCEPTION; TF04M•NORTH 79 DEGREES 01 MINUTES 05 SECONDS -
WEST;•ALONG:THE LAST DESCRIBED COURSE AND SAID UNE EXTmED WESTERLY, A DISTANCE OF 461.30
-FEET;-THENCE NORTH.10 DEGREES 58 MINUTES 55 SECONDS EAST,-A DISTANCE OF 394,97 FEET;
THENCE SOUTH 79.DEGREES 01 MINUTES 05 SECONDS EAST, A DISTANCE OF 357.62 FEET; THENCE
SOUTH.IO'-DEGREES 58• MINUTES 55.SEC0NDS WEST, A DISTANCE OF 284.98-FEET; THENCE SOUTH 79
DEGREES 01 MINUTES 05 SECONDS EAST. A DISTANCE OAF 103.68 FEET; THENCE. SOUTH 10 DECREES 58
MINUTES 55 SECONDS NEST, A DISTANCE OF 110170•FEET TO THE POINT OF BEGINNING,-CONTAINING
90.00.ACRES MORE OR LESS ALSO A 66.00 FOOL WIDE INGRESS, EGRESS; AND.•UT)LI.TY-EASEMENT
OVER THAT PART OF AFORESAID SOUTHEAST QUARTER OF SEC17ON 23 DESCRIBED AS FOLLOWS:
BEGINNING AT AFORESAID PLAINT 'A'1 THENCE MORIN 05 DEGREES 22 MINUTES.54 SECONDS EAST, A
DISTANCt OF 422.29 FEET; THENCE NORTH 79 DEGREES 01 MINUTES 05 SECONDS WEST A•DISTANCE OF
66.32'FlrET; THENCE SOUTH 05 DEGREES 2S.MINUTES 54 SECONDS WEST, A DISTANCE.QF 428.76'FEET
TO THE INTERSECTION WITH A LINE THAT BEARS NORTH'86 DEGREES 41 MINUTES 37 SECONDS WEST
FROM THE POINT'OF BEGINNING OF SAID EASEMENT; THENCE SOUTH 80 DEGREES 41' MINUTES 17
SECONDS EAST, ALONG-SAID UNE, A DISTANCE OF, 66.00 FEET TO THE POINT OF BEGINNING OF SAID
ATED IN THE CITY OF ELAN, KAWCOUNTY, ILLINOIS AND CONTANINO-00.00 ACS'S
#AV OR LM
Exhibit "A"
EXHIBIT B
1. General taxes for the year 2012, and subsequent years which are not yet due and payable,
Tax Identification Numbers 06-23-400-013 and 06-23-400-014.
2. Easement in favor of the Sanitary District of Elgin for the construction, operation and
maintenance of sanitary sewer facilities over a 20 foot wide right-of-way as set forth and
defined in instrument dated November 30, 1960 and recorded July 6, 1961 as document
952804.
3. Reservoir, pipes and related facilities as depicted on the plat recorded December 28, 1962
as document 993002.
4. Easement in favor of Northern Illinois Gas Company its successors and assigns for the
construction, operation and maintenance of gas mains and necessary gas facilities,
together with rights of access thereto in, under, across, along and upon that portion of the
land as described in instrument recorded December 31, 1970 as document 1180498.
5. Illinois EPA notice as to Leaking Underground Storage Tank recorded April 13, 1999 as
document 1999K037299.
6. City of Elgin Redevelopment Plan Proposal recorded October 21, 2002 as document
2002K 133642.
7. Elgin Route 20 TIF dated September 15, 2004 and recorded October 27, 2004 as
Document No. 2004K140460.
7. Proposed 66 foot wide easement for ingress and egress and utilities shown on survey
prepared by Landmark Engineering Group, Inc., dated March 3, 2004, order no. 04-793.
8. Roadways and sidewalks along the southerly line of the land as shown on survey
prepared by Landmark Engineering Group, Inc., dated March 3, 2004, order no. 04-793.
9. Fence from land westerly and adjoining encroached onto the subject land as shown on
survey prepared by Landmark Engineering Group, Inc., dated March 3, 2004, order no.
04-793.
10. Utility poles on the westerly part of the land and along the northerly and easterly lines of
the land as shown on survey prepared by Landmark Engineering Group, Inc., dated
March 3, 2004, order no. 04-793.
11. Sanitary sewer easement along northerly line and northeasterly part of the land as shown
on survey prepared by Landmark Engineering Group, Inc., dated March 3, 2004, order
no. 04-793.
12. EPA Site Remediation Program dated April 25, 2007 and recorded as Document No.
2007K059392.
11
EXHIBIT C
Lease between State of Illinois, Department of Central Management Services, as Lessee, and
JBSS Properties, LLC, as Lessor, at Elgin Mental Health Center Building 67,
600 South State Street, Elgin, Illinois 60123, dated June, 2012
12