HomeMy WebLinkAboutRESOLUTION - 34-02 - 7/23/2002 - SIDE LETTER TO MEMORAN OF UNDERSTANDINGRESOLUTION NO. 34-02
A RESOLUTION AUTHORIZING THE MAYOR AND VILLAGE CLERK TO EXECUTE THE
JOINDER TO AND ASSUMPTION AND ACCEPTANCE OF SIDE LETTER TO MEMORANDUM
OF UNDERSTANDING FOR THE SOUTH SUBURBAN AIRPORT
NOW, THEREFORE, BE IT RESOLVED by the Mayor and Board of
Trustees of the Village of Elk Grove Village, Counties of Cook and
DuPage, State of Illinois as follows:
Section 1: That the Mayor be and is hereby authorized to sign
the attached documents marked:
JOINDER TO AND ASSUMPTION AND ACCEPTANCE OF
SIDE LETTER TO MEMORANDUM OF UNDERSTANDING FOR THE
SOUTH SUBURBAN AIRPORT
a copy of which is attached hereto and made a part hereof as if fully
set forth and the Village Clerk is authorized to attest said
documents upon the signature of the Mayor of Elk Grove Village.
Section 2: That this Resolution shall be in full force and
effect from and after its passage and approval according to law.
VOTE: AYES: 6 NAYS: 0 ABSENT 0
PASSED this 23rd day of July, 2002.
APPROVED this 23rd day of July, 2002.
ATTEST:
Ann I. Walsh, Village Clerk
APPROVED:
Craig B. Johnson, Mayor
RESairportjoinderSideLtr2.doc
cinder To And Assumption and Accept. -:e Of
Side Letter to Memorandum of Understanding For The
South Suburban Airport
For good and valuable consideration, the receipt and sufficiency of which are hereby
acknowledged, the City of Park Ridge, Illinois and Elk Grove Village (the "Municipalities")
hereby each execute and join in that certain Side Letter dated July 7, 2002 ((the "Side Letter") to
that certain Memorandum of Understanding dated July 7, 2002 ("MOU") between the Village of
Bensenville, as the initial sponsor, and Hochtief Airport Gmbh and LCOR HOLDINGS LLC
("Developers"), which execution and joinder by each municipality is in the capacity as an
additional entity constituting the Sponsor pursuant to the MOU.
The Municipalities hereby each further acknowledge and agree to assume and accept all
rights and obligations of Sponsor under the Side Letter, including but not limited to paying its
pro -rata portion of the amounts payable to the Developers by the Sponsor pursuant to paragraph
2 of the Side Letter, which pro -rata portion shall be determined by dividing the amount payable
pursuant to paragraph 2 of the Side Letter by three (reflecting the three initial sponsoring entities
comprising the Village of Bensenville, the City of Park Ridge and Elk Grove Village).
The terms and conditions of the Side Letter are hereby incorporated herein as if set forth
in full in this Joinder. This Joinder shall be attached to and constitute a part of the Side Letter.
WHEREFORE, the undersigned have each caused this Joinder and the Side Letter to be
executed by their duly authorized representatives as of the date set forth below.
City of Park Ridge, Illinois
By: Date:
Name: Ronald Wietecha
Title:
Elk Grove Village, Illinois
By: Craig B. Johnson Date: 7/23/02
Name: Craig Johnson
Title: mor
ATTEST:
BY: Ann I. Walsh
Ann I. Walsh
Village Clerk
July 7, 2002
Constantin von Alvensleben
Lars Petzold
Hochtief AirPort Gmbh
Huyssenallee 100
45128 Essen
Germany
David A. Sigman
Sr. VP
LCOR Incorporated
One Penn Plaza, Suite 3310
New York, NY 10119
Re: Side SSA Letter to Memorandum of Understanding
Dear Mssrs. Sigman, von Alvensleben and Petzold:
In connection with the Memorandum of Understanding of even date concerning
the development of the South Suburban Airport ("MOU"), the Sponsor and the
Developers HOCHTIEF AirPort GmbH and LCOR LLC. wish to state their
understanding concerning certain issues as follows:
1. The parties agree to work diligently, expeditiously and in good faith
toward the completion of a mutually -acceptable Pre -Development Services Agreement,
which shall incorporate in detail the Scope of Work, milestones, deliverables,
schedule of deliverables, and the schedule of fees to be paid by Sponsor in support of the
Developers' due diligence and planning. The Pre -Development Services Agreement will
incorporate a payment schedule tied to project deliverables and other project milestones;
provided however the deliverables and payment schedule will be structured in such
manner to provide for a monthly payment schedule based on estimates of monthly
deliverables assuming all deliverables and milestones are achieved on the as -planned
basis.
LCOR LLC and I,, -htief Gmbh
July 7, 2002
Page 2
2. In the event that the parties do not conclude a Pre -Development Services
Agreement within thirty (30) days of the effective date of this MOU or such later date the
parties agree due to the Sponsor's responsibility the Sponsor agrees to reimburse the
Developers for their demonstrated reasonable fees and out of pocket costs and expenses,
including the costs of consultants, up to a maximum aggregate amount of One Hundred
and Fifty Thousand U.S. Dollars ($150,000) combined for both Developers.
3. The parties estimate that the services to be provided under the Pre -
Development Services Agreement will cover a reasonable period of approximately six (6)
months, and will include the initial review of existing information, all due diligence and
analysis, planning and consultations, and other activities up to and including the signing
of a Development Agreement. The exact timeframe will be determined and established
upon review of existing documentation.
Sincerely yours,
Honor a John GeiIs
Presid t, Village of Bensenville
Sponsor
Document N: 1255783 v. i