HomeMy WebLinkAboutRESOLUTION - 10-26 - 2/10/2026 - Arlington Higgins TIFRESOLUTION NO. 10-26
A RESOLUTION AUTHORIZING THE MAYOR AND VILLAGE CLERK TO EXECUTE
A FIRST AMENDMENT TO REDEVELOPMENT AGREEMENT BETWEEN THE
VILLAGE OF ELK GROVE VILLAGE AND WINGSPAN DEVELOPMENT GROUP,
LLC. ARLINGTON- HIGGINS TIF
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 document
marked:
FIRST AMENDMENT TO REDEVELOPMENT AGREEMENT
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 document upon the signature of the Mayor.
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 loth day of February 2026
APPROVED this loth day of February
0
Mayor Craig B. Joh on
Village of Elk Gro Village
ATTEST:
"� Aa WA'P��
J n S. hon, Village Clerk
FIRST AMENDMENT TO REDEVELOPMENT AGREEMENT
THIS FIRST AMENDMENT TO REDEVELOPMENT AGREEMENT ("First
Amendment") is made and entered into this 10th day of February, 2026 between Wingspan
Development Group, LLC, an Illinois limited liability company ("Developer") and the Village
of Elk Grove Village, an Illinois home rule municipal corporation ("Village") (collectively, the
Village and Developer are the "Parties" and, sometimes, individually, a "Party").
RECITALS
A. On or about January 23, 2024, the Parties entered into that certain Agreement —
Redevelopment Agreement ("Agreement") concerning the property commonly known as 1 and
111 E. Higgins Road, Elk Grove Village, Illinois; and
B. The Parties now wish to amend the Agreement to increase the maximum
reimbursement and further specify the costs to which the Developer may be eligible as set forth in
the Act, all as set forth in this First Amendment.
NOW, THEREFORE, for good and valuable consideration, the receipt and sufficiency
are hereby acknowledged, the Parties agree as follows:
1. Recitals Incorporated. The foregoing recitals are incorporated as though fully set
forth in this Section 1.
2. Capitalized Terms: Conflict. Any capitalized term used herein, but not defined
herein, shall have the meaning given to such term in the Agreement. In the event of any conflict
between the terms and conditions hereof and those set forth in the Agreement, the terms and
conditions of this First Amendment shall control.
3. Agreement Amended. Notwithstanding anything in the Agreement to the contrary,
the Incremental Pledged Revenue from tax increment financing available for reimbursement to the
Developer will be amended to an amount not to exceed Twenty -Five Million and Two Hundred
Thousand Dollars ($25,200,000) under Section 4.01 of the Agreement. The Village further agrees
to timely pay Five Million Seven Hundred Thousand Dollars ($5,700,000.00) to the Developer
assuming the Developer Commences Construction on the Residential Property as reflected under
Section 4.02 D of the Agreement. In addition, Exhibit H ("TIF Improvements") to the Agreement
which reflects all costs for which the Developer may be reimbursed, is further amended as reflected
in Amended Exhibit H attached hereto.
4. Bisidinp- Effect. This First Amendment shall be binding upon and inure to the
benefit of the successors and permitted assigns of the Village and the Developer.
5. One Agreement. The Agreement and the First Amendment shall be construed as
one instrument. The terms and provisions of the Agreement not specifically modified by this First
Amendment shall remain in full force and effect and shall not be construed to have been modified,
waived, discharged or otherwise altered by this First Amendment. The terms and provisions of the
Agreement are incorporated herein by reference as if fully stated herein.
6. Amendment. The terms and conditions of the First Amendment may not be
modified, amended, altered, or otherwise affected except by instrument in writing executed by the
Village and the Developer.
7. Final Form. This First Amendment represents the final agreement between the
Village and the Developer and may not be contradicted by evidence of prior, contemporaneous, or
subsequent oral agreements between the Village and the Developer. There are no unwritten oral
agreements between the Village and the Developer.
8. Severahiii . If any term or provision of this First Amendment, or the application
thereof to any person or circumstance shall to any extent be invalid or unenforceable, the remainder
of this First Amendment, or the application of such provision to persons or circumstances other
than those as to which it is invalid or unenforceable, shall not be affected thereby. Each provision
of this First Amendment shall be valid and shall be enforceable to the extent permitted by law.
9. Authori!j. Each Party represents and warrants to the other that is has the requisite
authority to enter into this First Amendment, and each party shall, upon request, provide evidence
of such authority acceptable to the other at the time of execution of this First Amendment.
10. Counterparts. This First Amendment may be executed in multiple counterparts,
each of which for all purposes is deemed an original, and all of which constitute collectively but
one instrument; but in making proof of this First Amendment, it shall not be necessary to produce
or account for more than one such counterpart. A facsimile or electronic copy of this First
Amendment and any signatures thereon shall be considered an original for all purposes.
[Signature page follows]
2
IN WITNESS WHEREOF, this First Amendment has been executed by the Parties as of
the date first above written.
DEVELOPER:
Wingspan Development Group, LLC,
Date: C
VILLAGE:
Village of Elk Gr
an Illinois mti ipal
Craig B. Johnson
Mayor
Date.
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December 16, 2025/Residential Property
AGREEMENT - REAL ESTATE TERMS AND CONDITIONS
FOR CONVEYANCE OF VILLAGE -OWNED PROPERTY
This Agreement is entered into this day of� 2024_, by and between the
VILLAGE OF ELK GROVE VILLAGE, an Illinois Municipal Corporation, and WINGSPAN
DEVELOPMENT GROUP, LLC, a Limited Liability Company organized under the laws of the
State of Illinois, and sets forth the terms and conditions relative to the conveyance of a parcel of
vacant real property owned by the Village and commonly known as 53 S. Arlington Heights Road,
and also 111 E. Higgins Road, Elk Grove Village, Illinois 60007.
1. PARTIES AND SALE.
A. The VILLAGE OF ELK GROVE VILLAGE, an Illinois Municipal Corporation
of Cook and DuPage Counties, Illinois, (the "Village" or the "Seller' having its principal
office located at 901 Wellington Avenue, Elk Grove Village, Illinois 60007, agrees to sell
to the Developer (as identified below), subject to the terms and conditions set forth herein
in this Agreement, a non -vacant parcel of real property commonly known as 53 S.
Arlington Heights Road, and also 111 E. Higgins Road, Elk Grove Village, Illinois, 60007,
with corresponding PIN's being 08-21-403-034-0000, and 08-21-403-035-0000, and as
legally described in Exhibit 1 (the "Village Parcel"); and
B. WINGSPAN DEVELOPMENT GROUP, LLC, a Limited Liability Company
organized under the laws of the State of Illinois, having its principal office located at 1001
Feehanville Drive, Mount Prospect, Illinois 60056, (the "Developer" or the "Purchaser")
agrees to purchase from the Village, subject to the terms and conditions set forth in this
Agreement, the Village Parcel described herein and legally described in Exhibit 1.
2. PURCHASE PRICE. The total purchase price (the "Purchase Price") to be paid by the
Developer is Twelve Million Dollars ($12,000,000.00), subject to the provisions set forth
in this Agreement. Developer previously deposited with the Village the amount of One
Hundred Fifty Thousand Dollars ($150,000.00) ("Deposit") pursuant to Paragraph 5.01 of
the Parties' Redevelopment Agreement dated January 23, 2024 ("RDA"). The Deposit
will be held by the Village and Seventy Five Thousand Dollars ($75,000.00) shall be
allocated as earnest money ("Earnest Money"), which Earnest Money shall be held pending
closing and as set forth in Paragraph 5.01 of the RDA. The Earnest Money shall be fully
non-refundable and shall be paid to Village, except in the event that Developer terminates
this Agreement as provided for in Paragraphs 5 and/or 9 below or to Developer if the
Village is in default under the terms of this Agreement or the RDA. The Earnest Money
shall be credited toward the Purchase Price at Closing. At Closing, Developer shall pay to
Village, in good and available funds by wire transfer or cashier's check, the Purchase Price,
less the Earnest Money, plus or minus any proration as provided herein.
3. COMPLIANCE WITH REDEVELOPMENT AGREEMENT.
A. The Parties acknowledge that they have entered into a Redevelopment Agreement dated
January 23, 2024, to redevelop the properties commonly and formerly known as the "Elk
Grove Woods Shopping Center", the former "Elk Grove Bowl", and the former "Shell Gas
December 16, 2025/Residential Property
Station", consisting of approximately 10.11 acres and as legally described in Exhibit A
attached to the RDA (collectively the "Properties").
B. In the event of a conflict between this Agreement and the Parties' RDA, the terms of
the Parties' RDA shall control. The RDA shall be recorded prior to closing.
C. Pursuant to the RDA, the Village has agreed to sell and convey the Properties to the
Developer in two sequential phases under separate written agreements. First the Retail
Property, consisting of approximately 3.52 acres, is to be sold and conveyed to the
Developer pursuant to a separate Agreement. And second and thereafter, if all of the
conditions precedent set out in the RDA and this Agreement are satisfied by the Developer,
then the Village will proceed to sell and convey the Residential Property consisting of
approximately 6.59 acres to the Developer pursuant to this separate successive Agreement.
D. Additionally, the Parties agree and acknowledge that the Developer shall not be
permitted to proceed with the purchase and development of the Residential Property unless
and until full compliance with all tenant relocation conditions have been completed
pursuant to Paragraph 3.04 of the RDA, including but not limited to obtaining all
Certificates of Occupancy as required by Paragraph 3.04-13.3 of the RDA.
E. Neither Party shall assign its rights and obligations under this Agreement without the
other Party's prior written consent, except as an assignment to a bona fide third -party
lender, or to an equity partner, investor, affiliate, or an entity controlled by the principals
of Developer and only in strict conformity with Paragraph 5.17 of the Parties' RDA.
4. CLOSING DOCUMENTS. The Village agrees to convey the Village Parcel to the
Developer by a recordable Special Warranty Deed (the "Deed"), subject only to the
Permitted Exceptions. On the Closing Date, the obligations of the Developer and Village
shall be as follows:
The Village shall deliver or cause to be delivered to the Title Company:
■ the original executed and properly notarized Special Warranty Deed, and Plat Act
Affidavit, if required;
s the original executed and properly notarized Affidavit of Title, Warranty and
Covenant;
r the original executed and properly notarized Non -Foreign Affidavit;
■ counterpart originals of the Village's closing statement;
# such other standard closing documents or other documentation approved by the
Village, in the Village's reasonable discretion, and/or required by applicable law or
the Title Company to effectuate the transaction contemplated hereby, including,
without limitation, ALTA statements and GAP Undertaking, such other
documentation as is reasonably required by the Title Company to issue Developer
its owners title insurance policy in accordance with the Proforma Title Policy and
in the amount of the Purchase Price insuring the fee simple title to the Property in
the Developer as of the Closing Date, subject only to the Permitted Exceptions.
1A
December 16, 2025/Residential Property
Developer shall deliver or cause to be delivered to the Title Company:
• the balance of the Purchase Price, plus or minus prorations;
• counterpart originals of Developer's closing statement;
• ALTA Statement and such other standard closing documents or other
documentation approved by the Developer, in Developer's reasonable discretion,
and/or as is required by applicable law or the Title Company to effectuate the
transaction contemplated herein.
The Parties acknowledge that as the Village is a governmental entity, and to the extent that
the Village is named as the Grantor in the Deed, this transaction is exempt from any State,
County or Local real estate transfer tax pursuant to 35 ILCS 200/31-45(b). The Village is
obligated to furnish completed Real Estate Transfer Declarations signed by the Village and
the Developer in the form required pursuant to the Real Estate Transfer Tax Act of the
State of Illinois and Cook County.
The Village shall be responsible for any accrued real estate taxes through the Closing Date.
If any of the Properties are not currently exempt from real estate taxes or were not at the
time the taxes accrued, then Village shall provide a credit at Closing for all taxes not yet
due and payable as of the Closing Date on the basis of one hundred five percent (105%) of
the tax assessor's latest assessed valuation and the latest known tax rate.
Except for the title related costs as noted in Paragraph 5 below and survey, the Parties shall
split all closing costs 50/50. The Village and Developer shall each be responsible for their
respective attorneys' fees.
5. TITLE COMMITMENT. Within thirty (30) days of the Effective Date of this
Agreement, the Village, at the Village's cost and expense, shall deliver to the Developer, a
title commitment (the "Title Commitment") issued by National Builder & Bancorp Title
(NBBT) (the "Title Company"), in the amount of the Purchase Price, subject only to (i) the
exclusions and conditions contained in the Title Commitment; (ii) the restrictions and
reservations, if any, contained in the Deed; (iii) 2024-2025 general real estate taxes not yet
due and payable and subsequent years; (iv) existing encroachments; (v) utility and drainage
easements and such other covenants, easements, restrictions and matters of record; (vi) any
additional easements required by the Village Engineer or Village Staff to be part of the
conveyance; (vii) acts done or suffered by or judgments against the Developer; and (viii)
the recorded Redevelopment Agreement of the Parties (collectively, the "Permitted
Exceptions"). If the Title Commitment discloses exceptions to title, which are not
acceptable to Developer (the "Unpermitted Exceptions"), Developer shall have thirty (30)
days from the delivery of the Title Commitment to object to the Unpermitted Exceptions.
Developer shall provide the Village with a title objection letter (the "Developer's Objection
Letter") listing those matters which are not Permitted Exceptions. Within thirty (30)
business days of receipt of Developer's Objection Letter, Village shall notify Developer in
writing of which Unpermitted Exceptions it will not elect to cure. Within five (5) business
days after receipt of Village's notice of which Unpermitted Exceptions it will not cure,
3
December 16, 2025/Residential Property
Developer may give Village written notice (the "Second Objection Letter") of either (a)
acceptance of the Village's notice and proceed to Closing or (b) termination of this
Agreement, and receive a return of the Earnest Money in which event neither party shall
have any further obligations pursuant to this Agreement, except for those items which are
specifically intended to survive this Agreement. The Village shall have sixty (60) days
from the date of receipt of the Developer's Second Objection Letter ("Village's Cure
Period") to have the Unpermitted Exceptions Village has agreed to cure either removed
from the Title Commitment or to cure such Unpermitted Exceptions or to have the Title
Company commit to insure against loss or damage that may be occasioned by such
Unpermitted Exceptions, and the time of Closing shall be extended at least thirty (30) days.
If the Village fails to have the Unpermitted Exceptions it has agreed to cure or removed or
in the alternative, to obtain a Title Commitment insuring the Unpermitted Exceptions
within the specified time (the "Proforma Title Policy"), Developer may elect to either
(i) terminate this Agreement, at which time the Developer shall be entitled to have the
Earnest Money returned to Developer, or (ii) Close taking subject to such Unpermitted
Exceptions. All Unpermitted Exceptions, which the Title Company commits to insure,
shall be included within the definition of Permitted Exceptions. The Proforma Title Policy
shall be conclusive evidence of good title as therein shown as to all matters insured by the
Title Company, subject only to the Permitted Exceptions. The Developer shall pay the cost
for any later date title commitment and the cost of the Title Company issuing a Proforma
Title Policy to Developer. The Title Commitment shall provide for an extended coverage
endorsement on the Owners Title Policy which cost shall be divided equally between the
Parties. The cost of the basic Owners Title Policy shall be paid by the Village at the time
of Closing. Title endorsements requested by the Developer for its Owners' Policy and/or
loan title policy shall be paid for by the Developer. The Village shall furnish to the
Developer an affidavit of title in customary form, reasonably acceptable to Developer.
6. DEED. The Village Parcel shall be conveyed to Developer by the Village through the
Deed, which shall be a recordable Special Warranty Deed. The Deed shall provide that the
Village Parcel is being conveyed in "AS IS, WHERE IS" condition, including any
environmental conditions existing in, on or beneath the Village Parcel, subject to the terms
of the RDA. If public utilities, street lighting, sanitary or storm sewers, fire hydrants and
related water service lines, public sidewalks or any other above or below grade
infrastructure or public improvements are located within any portion of the Village Parcel
to be sold, the Village shall reserve in the Deed, a public utility or sidewalk easement of
sufficient size to accommodate the repair, replacement, or maintenance of the public
facilities or the installation of additional public facilities. The Deed will not remove or
release any existing non -Village easement rights or other conditions of public record that
are enforceable by other persons or private or public entities.
7. SURVEY. The Village agrees to provide the Developer with any existing ALTA Survey,
or otherwise, for the Village Parcel within thirty (30) days of the Effective Date of the
Agreement.
8. PROPERTY SOLD "AS -IS"; DEVELOPER ACKNOWLEDGEMENT OF USE
AND CONDITION OF VILLAGE PARCEL. The Developer acknowledges that the
0
December 16, 2025/Residential Property
Village Parcel will be conveyed to Developer by the Village in "AS IS, WHERE IS"
condition, including any environmental conditions existing in, on or beneath the Village
Parcel. The Village makes no representations or warranties regarding the physical,
environmental or structural condition of the Village Parcel or of any buildings thereon,
including but not limited to layout, square footage, zoning, use and occupancy restrictions,
susceptibility to flooding or, with respect to the existence or absence of toxic or hazardous
materials, substances or wastes in, on or affecting the Village Parcel, its soil or
groundwater, the scope and extent of any remediation performed on the Village Parcel or
the presence or lack of radon, asbestos, underground storage tanks, or other environmental
contamination on, in or under the Village Parcel. As part of this Agreement, the Village
assigns to Developer any and all rights to any claims it may have against prior owners of
the Village Parcel pertaining to the environmental condition of the Village Parcel, except
for those rights necessary for the Village to retain to protect itself from such liability.
Developer has inspected the Village Parcel which is being sold in "AS IS" condition with
all faults and accepts the Village Parcel in its condition as of the Effective Date of this
Agreement. The Developer expressly waives any claims against the Village and its
respective agents, employees, officers, directors, successors and assigns for any defects
that may exist or be discovered by the Developer.
9. DEVELOPERIPURCHASER INVESTIGATIONS AND DUE DILIGENCE. Subject
to any existing tenant leases and all limitations hereinafter specified, Purchaser shall have
the right for one (1) day following the Effective Date of this Agreement, (the "Due
Diligence Period") and thereafter to the Closing Date, so long as Purchaser has not
terminated this Agreement prior to Closing in accordance with Paragraphs 5. and/or 9, or
any other provision herein affording Purchaser such rights, to make such investigations and
evaluations of the Village Parcel as Purchaser deems necessary or desirable. In connection
with such investigations:
(a) Upon reasonable notice to Seller, Seller shall permit the Purchaser's Property
Consultants access to and entry upon the Village Parcel to inspect and evaluate
the condition of the Village Parcel and the feasibility of the transactions
described herein. Prior to engaging in activities affecting the physical condition
of the Village Parcel, Purchaser shall deliver to Seller evidence, in form and
substance reasonably satisfactory to Seller, that Purchaser and each Property
Consultant engaged by it and entering on the Village Parcel to perform such
activities are covered by adequate commercial general liability insurance,
statutory worker's compensation insurance and automotive liability insurance.
The Seller/Village, and any additional parties and entities designated by the
Seller/Village, shall be named as additional parties insured on all commercial
general liability insurance, statutory worker's compensation insurance and
automotive liability insurance policies of the Developer/Purchaser and all of its
Property Consultants. Notwithstanding the foregoing, Purchaser shall not
conduct any invasive testing (including "Phase II" testing) unless it shall receive
the prior approval of the Seller, which approval shall not be unreasonably
withheld, conditioned or delayed. Purchaser shall indemnify and hold Seller
harmless from any cost, damage, liability or expense resulting from any injury
to any person or damage to or loss of any part of the Village Parcel arising from
December 16, 2025/Residential Property
Purchaser's or any Property Consultant's activities with respect to any such
investigations or tests made by Purchaser or such Property Consultant. If this
Agreement is terminated, the terms of this Paragraph shall survive the
termination of this Agreement.
(b) Purchaser shall cause the information disclosed to or acquired by it or its
Property Consultants in connection with the inspections and reviews described
in this Paragraph or otherwise provided by Seller pursuant to any other
Paragraph of this Agreement, including the Village Parcel Documents (the
"Inspection Materials"), to the extent such information is not a matter of public
knowledge or readily available to the public, to be held in confidence and not
disclosed prior to the Closing Date to any party other than as may be (i)
reasonably required in connection with Purchaser investigating and evaluating
the Village Parcel, obtaining financing or management services for the Village
Parcel or obtaining licenses to operate the Village Parcel or (ii) required by
applicable law (provided that Purchaser gives Seller notice prior to disclosing
pursuant to this subsection (iii) in order to allow Seller to obtain protective
orders). All Inspection Materials shall be used solely for the purpose of
determining whether or not the Village Parcel is suitable for Purchaser's
purpose and for no other reason. Purchaser will indemnify, defend and hold
Seller harmless from and against any and all loss, liability, cost, damage or
expense Seller may suffer or incur as a result of the disclosure of any Inspection
Materials to any individual or entity in violation of this Agreement (whether by
Purchaser or Purchaser's Property Consultants), except for actions taken by
Seller that amount to gross negligence or willful misconduct. If Purchaser shall
elect to terminate this Agreement pursuant to the terms of this Agreement or if
the Closing shall fail to take place for any other reason whatsoever, Purchaser
will, promptly following Seller's request therefore, destroy or return to Seller
all Inspection Materials in the possession of Purchaser or any Property
Consultant. In the event of a breach or threatened breach by Purchaser or any
Property Consultant of this Paragraph, Seller shall be entitled to an injunction
restraining Purchaser or its Property Consultant from disclosing, in whole or in
part, any Inspection Materials. Nothing herein shall be construed as prohibiting
Seller from pursuing any other available remedy at law or in equity for such
breach or threatened breach. If this Agreement is terminated, the terms of this
Paragraph shall survive the termination of this Agreement. In the event that
Purchaser shall enter into to any confidentiality agreement with any tenant of
the Village Parcel after the Effective Date, then Purchaser shall be bound by the
terms thereof in addition to the terms of this Agreement.
(c) Purchaser understands and agrees that any on -site inspections or testing of the
Village Parcel shall be conducted upon at least twenty-four (24) hours' prior
notice to Seller and (if Seller elects) Seller may be present for any such
inspections. Notice of inspections can be provided via electronic mail.
Purchaser shall and shall cause each Property Consultant to comply with all
applicable laws pertaining to the access and use rights granted hereunder with
respect to the Village Parcel. Purchaser agrees to restore the Village Parcel to
December 16, 2025/Residential Property
substantially the same condition existing immediately prior to Purchaser's
inspection thereof in the event of any physical damage caused by Purchaser or
Property Consultants, normal wear and tear excluded. All inspections and
testing shall be conducted so as not to interfere unreasonably with use of any
Village Parcel by any tenants under Leases.
(d) The Purchaser shall bear and be fully responsible for the payment of all costs
and expenses relative to any and all property inspections and testing as set forth
in this Agreement, and specifically as set forth in this Paragraph 9 and shall
promptly pay all invoices for said costs and expenses.
(e) Purchaser shall have the right through the Due Diligence Period to terminate
this Agreement, if Purchaser, in its sole and exclusive discretion, is not satisfied
with the results of such inspection, by giving Seller Notice of the exercise by
Purchaser of its right to so terminate prior to 5:00 p.m. (Chicago time) on the
final day of the Due Diligence Period. Unless Purchaser notifies Seller in the
manner herein specified prior to the expiration of the Due Diligence Period, of
Purchaser's election to terminate this Agreement, Purchaser shall be deemed
conclusively to have elected to waive its right to terminate this Agreement
pursuant to this Paragraph 9. If Purchaser does so exercise its right to terminate
this Agreement prior to the expiration of the Due Diligence Period, the Earnest
Money shall be paid to Purchaser within five (5) days thereafter, and this
Agreement shall terminate and be of no further force or effect, except as
otherwise specified herein.
(f) However, and notwithstanding anything to the contrary hereinabove set forth in
this Agreement, and only with respect to that part of the Residential Property
previously utilized as the retail tenant spaces of the Elk Grove Woods Shopping
Center, (and thereby excluding the Retail Property), the Developer shall pay the
initial estimated remediation costs in the amount of Three Hundred Thirty -Five
Thousand Dollars ($335,000.00). The Village agrees to pay all verified and
confirmed environmental remediation costs exceeding the initial $335,000.00
paid by Developer, upon the satisfaction of the preconditions noted in Section
3.04 of the RDA.
10. CLOSING. The time of Closing (the "Closing") on the Village Parcel shall be the latter of
i) 30 day following the expiration of the Due Diligence Period of this Agreement or ii) the
Developer satisfying the conditions of Paragraphs 3.03 and 3.04 of the RDA (the "Closing
Date") or on such other date mutually agreed upon by the Parties, at the office of the Title
Company, in the Northbrook, Illinois office or other location mutually agreed upon by the
Parties, provided the terms and conditions set forth herein have been complied with.
11. BROKERAGE COMMISSION. The Parties acknowledge and agree that the Seller has
not utilized the services of any real estate broker or agent in connect with the sale
contemplated by this Agreement and is no way responsible for the payment of same.
Purchaser agrees to indemnify and hold Seller harmless from all loss, damage, costs and
7
December 16, 2025/Residential Property
expenses (including reasonable attorney's fees) that Seller may suffer as a result of any
claim brought by any broker or finder in connection with this transaction and this Agreement.
12. TIME OF ESSENCE. Time is of the essence in carrying out the Village Parcel
conveyance set forth herein.
13. NOTICE. Any and all notices, demands, consents and approvals required under this
Agreement shall be sent and deemed received if sent by fax or email, with an additional
copy sent by certified mail, return receipt requested, addressed as follows:
If to the Village:
Michael Del Galdo
Village Attorney
Village of Elk Grove Village
901 Wellington Avenue
Elk Grove Village, IL 60007
Tele: 847/357-4032
Fax No. 847/357-4044
delgaldo@dlglawgroup.com
With a copy to:
Matthew J. Roan
Deputy Village Manager
901 Wellington Avenue
Elk Grove Village, IL 60007
Tele.: 847/357-4004
Fax No: 847/357-4022
mroan@A1kgroye.org
With a copy to:
Gregory W. Jones
Ancel Glink, P.C.
140 S. Dearborn Street, 6th Floor
Chicago, IL 60603
Tele.: 312/604-9195
Fax No: 312/782-0943
gjones@ancelglink.com
If to Developer:
Jason Macklin
Director of Development
Wingspan Development Group, LLC
1001 Feehanville Drive
December 16, 2025/Residential Property
Mount Prospect, IL 60056
Tele.: 847/394-6200
Fax No: 847/394-6205
Email imacklin@wingsl2andev.com
sg�nandeV.eorn
With copy to:
Carolyn Strahammer
Attorney For Developer
Wingspan Development Group, LLC
1001 Feehanville Drive
Mount Prospect, IL 60056
Tele.: 847/394-6200
Fax No: 847/394-6205
Email cstrahammer@wingspandev.com
14. VENUE. This Agreement shall be construed and enforced in accordance with the laws of
the State of Illinois. The venue for any action or proceeding arising out of, or related to,
this Agreement shall be in Cook County, Illinois.
15. EXEMPT. The Parties acknowledge that as the Village is an Illinois municipal
corporation, and to the extent that the Village is named as the Grantor in the Deed, the
conveyance of the Village Parcel is exempt from any State, County or Local real estate
transfer tax pursuant to 35 ILCS 200/31-45(b). The Village is obligated to furnish
completed Real Estate Transfer Declarations signed by the Parties or their agent in the form
required pursuant to the Real Estate Transfer Tax Act of the State of Illinois.
16. AMENDMENT. This Agreement embodies the entire agreement between the Parties
hereto with respect to the conveyance of the Village Parcel. No extensions, changes,
modifications or amendments to or of this Agreement, of any kind whatsoever, shall be
made or claimed by either of the Parties, and no notices of any extension, change,
modification or amendment made or claimed by either Party (except with respect to
permitted unilateral waivers of conditions precedent by a Developer) shall have any force
or effect whatsoever unless the same shall be endorsed in writing and fully signed by both
Parties.
17. NON -MERGER. The provisions of this Agreement, and the Parties' representations made
herein, shall not merge into the Deed but shall survive the conveyance of the Village Parcel
from the Village to the Developer by way of the delivery and recording of the Deed
18. DEFAULTS AND REMEDIES.
(a) Purchaser's Default. If Purchaser (i) fails to perform in accordance with the terms
of this Agreement, and such default is not cured within thirty (30) days from the
date of Purchaser's receipt of Seller's written notice to Purchaser of such default, or
(ii) breaches a representation or warranty hereunder, then, as Seller's sole and
exclusive remedy for such default, Seller shall be entitled to retain the Earnest
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December 16, 2025/Residential Property
Money and any interest earned thereon; it being agreed between Purchaser and
Seller that the amount of the Earnest Money shall be liquidated damages for a
default of Purchaser hereunder, because of the difficulty, inconvenience and
uncertainty of ascertaining actual damages for such default in view of the
uncertainties of the real estate market, fluctuating Property values, and differences
of opinion with respect to damages for breach of a real estate transaction.
(b) Seller's Default. If Seller fails to perform in accordance with the terms of this
Agreement and such default is not cured within thirty (30) days from the date of
Purchaser's written notice to Seller of such default, Purchaser may, at its option:
(a) receive a refund of all monies deposited by Purchaser hereunder, together with
all interest earned thereon, and collect all damages to which Purchaser may be
entitled, including costs incurred in connection with this Agreement and the
Project; (b) specifically enforce the terms and conditions of this Agreement, or (c)
exercise any other right or remedy available to Purchaser at law or in equity.
(c) In the event either Purchaser or Seller defaults in the performance for any
obligation imposed upon it under the provisions of this Agreement, the defaulting
party shall pay all reasonable attorneys' fees and expenses of the non -defaulting
party incurred in ay litigation or negotiation undertaken to enforce any of the
obligations of the defaulting party under this Agreement, or in any litigation or
negotiation in which the non defaulting party shall, without its fault, become
involved through or on account of this Agreement.
19. EXHIBITS. The following Exhibits, Schedules, Riders or attachments are attached and
made a part hereof by reference:
Exhibit 1 — Legal Description — Village Parcel
20. VILLAGE APPROVAL. As the Village is an Illinois Municipal Corporation, this
Agreement is subject to the approval of, and is not enforceable and binding on the Village
until the Agreement is approved in an open public meeting by the Mayor and Board of
Trustees and executed by the Mayor and Village Clerk.
21. EFFECTIVE DATE. This Agreement shall be deemed dated and become effective on the
date that the authorized signatories of the Village shall sign the Agreement, which date
shall be the date stated below the Village's signature.
IN WITNESS WHEREOF, the Parties hereto have executed this Agreement on the
date(s) set forth below:
DEVELOPER: VILLAGE:
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December 16, 2025/Residential Property
WINGSPAN DEVELOPMENT GROUP, ELK GROVE LAGE, ok and DuPage
LLC, an Illinois Limited Liability Company Counties, ois, an linois Municipal
Corporat' n
By: ! By:
i Mayor Craig B. John n
Name: (t_�1Q21 �`� LLi�
Its Managing Member
: �
ATTEST: ATTE j r
By: dokJ nnif& Mton, Village Clerk
Name/Title: 1 i'
y
DATE: DATE:
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December 16, 2025/Residential Property
Exhibit 1
Legal Description of Village Parcel
COMMERCIAL
LOT 1 IN ELK GROVE WOODS SUBDIVISION
ELK GROVE VILLAGE, ILLINOIS
THAT PART OF LOT 2 IN ELK GROVE WOODS SUBDIVISION BEING A SUBDIVISION
OF THAT PART OF THE SOUTHEAST QUARTER OF SECTION 21, TOWNSHIP 41
NORTH, RANGE 11 EAST OF THE THIRD PRINCIPAL MERIDIAN ACCORDING TO THE
PLAT THEREOF RECORDED MAY 15, 2025 AS DOCUMENT NUMBER 2513621000, IN
COOK COUNTY, ILLINOIS, DESCRIBED AS FOLLOWS:
BEGINNING AT THE NORTHWEST CORNER OF SAID LOT 2; THENCE SOUTH 82
DEGREES 25 MINUTES 35 SECONDS EAST, ALONG THE NORTHERLY LINE OF SAID
LOT 2 FOR THIS AND THE NEXT COURSE, A DISTANCE OF 436.24 FEET; THENCE
SOUTH 50 DEGREES 46 MINUTES 31 SECONDS EAST, A DISTANCE OF 171.56 FEET TO
THE NORTHEAST CORNER THEREOF; THENCE SOUTH 39 DEGREES 13 MINUTES 29
SECONDS WEST, ALONG THE WESTERLY LINE OF ELK GROVE VILLAGE SECTION 1
NORTH SUBDIVISION RECORDED JANUARY 21, 1957 AS DOCUMENT NUMBER
16806228, A DISTANCE OF 645.19 FEET TO THE SOUTHEAST CORNER OF SAID LOT 2;
THENCE NORTH 80 DEGREES 10 MINUTES 51 SECONDS WEST, ALONG WESTERLY
LINE OF LOT 16 AND NORTHERLY LINE OF LOT 18 IN SAID ELK GROVE VILLAGE
SECTION 1 NORTH SUBDIVISION AND NORTH LINE OF WINKLE'S SUBDIVISION
RECORDED DECEMBER 14, 1976 RECORDED AS DOCUMENT NUMBER T2911344, A
DISTANCE OF 292.22 FEET TO A POINT ON THE EASTERLY RIGHT-OF-WAY LINE OF
ARLINGTON HEIGHTS ROAD DEDICATED PER DOCUMENTS 16806228, 94119736,
00391601 AND CONDEMNATION CASE NO. 941,50598; THENCE NORTH 09 DEGREES
41 MINUTES 05 SECONDS EAST, ALONG SAID EASTERLY RIGHT-OF-WAY LINE, A
DISTANCE OF 41.97 FEET; THENCE SOUTH 80 DEGREES 18 MINUTES 55 SECONDS
EAST, A DISTANCE OF 37.00 FEET TO; THENCE NORTH 11 DEGREES 51 MINUTES 48
SECONDS EAST, A DISTANCE OF 161.00 FEET; THENCE NORTH 77 DEGREES 07
MINUTES 00 SECONDS WEST, A DISTANCE OF 37.08 FEET TO A POINT ON SAID
EASTERLY RIGHT OF WAY LINE; THENCE NORTH 12 DEGREES 53 MINUTES 00
SECONDS EAST, A DISTANCE OF 276.01 FEET TO A POINT OF CURVATURE; THENCE
NORTHERLY A DISTANCE OF 148.72 FEET ALONG A NON -TANGENT CURVE
TURNING TO THE RIGHT WITH A RADIUS OF 2945.57 FEET, HAVING A CHORD
BEARING OF NORTH 11 DEGREES 04 MINUTES 40 SECONDS EAST AND A CHORD
DISTANCE OF 148.70 FEET TO THE POINT OF BEGINNING.
CONTAINING 280,946 SQUARE FEET OR 6.450 ACRES.
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