HomeMy WebLinkAboutRESOLUTION - 63-88 - 10/11/1988 - LOC ACCEPTED/FORTUNE BUSINESS CAMPUS RESOLUTION NO. 63-88
A RESOLUTION ACCEPTING AN IRREVOCABLE LETTER OF CREDIT
NO. 16467 FROM LOMAS & NETTLETON FINANCIAL CORPORATION
EXPIRING SEPTEMBER 15, 1989 IN THE AMOUNT OF $373,874.00
TO GUARANTEE COMPLETION OF PUBLIC IMPROVEMENTS AT
FORTUNE BUSINESS CAMPUS (HOWARD STREET & BUSSE ROAD)
NOW, THEREFORE, BE IT RESOLVED by the President and Board of Trustees
of the Village of Elk Grove Village, Counties of Cook and DuPage, State of
Illinois:
Section 1. That the President and Board of Trustees do hereby authorize
the acceptance of Irrevocable Letter of Credit No. 16467 from Lomas & Nettleton
Financial Corporation in the amount of $373,874.00 to guarantee completion of
public improvements for the Fortune Business Campus in accordance with approved
plans and specifications prepared by Northwest Engineering Associates, Ltd. ,
approved on August 2, 1988. Said Letter of Credit expiring September 15, 1989.
Section 2. That this Resolution shall be in full force and effect from
and after its passage and approval according to law.
PASSED this i1th —day of October 1988.
APPROVED this 11th day of October 1988.
Charles J. Zettek
Village President
ATTEST:
Patricia S. Smith
Village Clerk
LOt NETTLETON FINANCIAL CORPORATION
LOMAS MORTGAGE USA
A member of the
Lomas Financial Group
333 West Wacker Drive, Suite 2070
Chicago, Illinois 60606
Telephone (312) 781-6980
LETTER OF CREDIT
September 9, 1988
Village of Elk Grove Village Completion Guaranty
901 Wellington Avenue
Elk Grove, Illinois 60007 Letter of Credit No. 16467
Date: September 9, 1988
Amount- $373, 874.00
Completion Date: September 15, 1989
Expiration Date: September 15, 1989
Gentlemen:
We hereby establish our Irrevocable Letter of Credit (the
"Letter of Credit" ) in your favor for the account of Norman J.
Garfinkel, Vincent P. Bianco and Richard Bianco, hereafter called
the "Developer" , in the aggregate amount of $373,874.00, U.S.
Currency, available by your draft drawn on sight and marked "Drawn
under Letter of Credit No. 16467 dated September 9, 1988. These
monies are to guarantee the completion of public improvements for
the following project: "Fortune Business Campus" (the "Project")
as described in the engineering plans and specifications with
revisions dated November 10, 1987, prepared by Northwest
Engineering Associates, Ltd. (the "Plans") , approved on August 2,
1988 (the "Obligations") on the property legally described in
Exhibit A (attached hereto and made part thereof) . Monies may be
drawn on sight by the Village of Elk Grove when accompanied by the
following documents:
A signed statement by the Village Manager or any other duly
authorized official of the Village of Elk Grove Village
certifying that (a) any portion of the site improvements for
which Developer is obligated to complete has not been
satisfactorily completed in accordance with the approved
plans and specifications with revisions dated November 10,
1987, prepared by Northwest Engineering Associates, Ltd. ,
approved on August 2, 1988, for the following project:
"Fortune Business Center"; and (b) that the amount requested
to be drawn under the Letter of Credit ( i) does not exceed
costs necessary to pay for or complete the Obligations of
Developer (as defined in the Letter of Credit) and ( ii) shall
be applied to pay for Developer' s Obligations.
9/8/88
Lomas LOan 4313; 53852/81775
The improvements in the above described project consist of: (X
appropriate boxes) .
Watermain and Appurtenances
JXJ Sanitary Sewer and Appurtenances
JXJ Storm Sewer and Appurtenances
11il Roadway (Curb & Gutter, Pavement)
JXJ Sidewalk
Street Lights
Parkway (Trees, etc. )
Traffic Control (Signals, Signs, Markings)
Ponds (Detention/Retention)
ILE] Excavation (Soil Erosion Control, Stockpile)
IZI Other (Retainina Walls, etc. )
These improvements itemized above shall be completed on or
before September 15, 1989 (the "Completion Date" ) . If said
improvements have not been properly installed and satisfactorily
completed on or before that date, then the Village of Elk Grove
Village (the "Village" ) after providing Lomas Mortgage USA, Inc.
( "Issuer" ) with any notices thereof which the Village has agreed
to give Lomas, is hereby granted authority to draw upon this
Irrevocable Letter of Credit for the purpose of completing fully
said improvements in accordance with the provisions herein and
above set forth.
The principal amount of this Irrevocable Letter of Credit
shall be reduced for any public improvements installed or
completed; provided, however, such reduction shall only be
effective if the installation of such improvements is approved by
the Village Engineer in writing and then only in the exact amount
of payments for such Obligations less 10% for interim maintenance;
provided, further, however, the remaining amount of this Letter of
Credit shall never be reduced to an amount less than 110% of the
estimated costs to complete the remaining Obligations plus 10% of
the cost of the completed public improvements as a guarantee for
maintenance purposes. The Village may submit its sight drafts as
hereinabove provided without the consent of the Developer or any
other party. The Village, upon the request of Issuer, shall
deliver to Issuer, from time to time, statements certifying the
value of the Obligations completed, the estimated cost to complete
the outstanding obligations (or that all of the Obligations has
been satisfactorily completed) , and the amount available under
this Letter of Credit.
-2-
Full or partial drawings are permitted under this Irrevocable
Letter of Credit. Drafts may be submitted for payment for a
ninety (90) day period following the Completion Date and any
draft shall be duly honored upon presentation during the ninety
(90) days in accordance with the terms and provisions herein
contained.
The amount of each draft must be endorsed on the reverse side
of the original Irrevocable Letter of Credit by the Village
Engineer and attested by the Clerk. This Irrevocable Letter of
Credit shall be utilized to secure the Obligations. This
Irrevocable Letter of Credit shall not operate as a limitation
upon the obligation of the Developer to properly completely
install all improvements required by the Village of Elk Grove
Village in accordance with the Obligations.
It is a condition of this Irrevocable Letter of Credit that
it shall be automatically extended for one year from the present
expiration date hereof unless thirty (30) days prior to such
expiration date the Village Manager shall notify the undersigned
in writing, by certified mail, return receipt requested that he or
she, based upon the advice and supporting documentation from the
Village Engineer, does not elect not to arbitrarily request
renewal of this Irrevocable Letter of Credit for such additional
one (1) year period without due cause; provided, however,
notwithstanding the preceding, it is agreed and understood that
this Letter of Credit shall automatically terminate upon the
completion and payment of the Obligations. In addition, if thirty
(30) days prior to the relevant expiration date we notify you by
certified mail that we elect not to extend this Irrevocable Letter
of Credit, you may draw your sight draft on us for an amount not
to exceed the unused balance of this Irrevocable Letter of Credit.
This Irrevocable Letter of Credit is subject to the "Uniform
Customs and Practice for Document Credit" in the International
Chamber of Commerce Publication #290, most recent revision except
as hereinabove modified.
We hereby agree with the drawers, endorsers, and bona fide
holders of drafts drawn in compliance with the terms of this
credit that they shall be honored on presentation.
LOMAS & NETTLETON FINANCIAL
CORPORATION
By:
Authorized Officer
-3-
Developer/Owner
"The undersigned hereby acknowledges the absolute right
of the Village of Elk Grove Village to draw on this
Irrevocable Letter of Credit subject to the conditions
herein set forth and waives any right to enjoin the
Village from so proceeding. "
Date:
Norman J� ,Garfinkel
�,�cenitfTN ianco
Richard Bianco
Note: If property is in a trust, attach a copy of the trust
agreement as Exhibit.
Village Officials Approval/Acceptance Resolution: No. 63-88
(Title) (Date)
-4-
EXHIBIT A
PARCEL I
That part of the West 1/2 of the Northwest 1/4 of Section 26,
Township 41 North, Range 11 East of the third principal meridian,
except the South 82 .50 feet thereof, lying East of the East line
of the 200 foot strip of land conveyed to the County of Cook by
Deed recorded January 12, 1939, in the Recorder' s Office of Cook
County, Illinois, as Document 12259408 and lying South of a line
drawn at right angles to the East line of said 200 foot strip of
land from a point on said East line of said 200 foot strip of
land, 1957.80 feet South (as measured along the East line of said
200 foot strip of land) of the -North line of the Northwest 1/4 of
said Section 26 in Cook County, Illinois.
PARCEL 2
The East 30 feet, measured at right angles to the East line
thereof, of the South 920.25 feet, as measured along the East line
of a 200.0 foot strip of land conveyed to the County of Cook by
Deed recorded January 12, 1939, as Document 12259408, of that part
of the West 1/2 of the Northwest 1/4 of Section 26, Township 41
North, Range 11 East of the third principal meridian lying
Southerly and Westerly of the center line of Higgins Road, East of
the East line of said 200 foot strip of land and lying Northerly
of a line drawn at right angles to the East line of said 200 foot
strip of land from a point on said East line of said 200 foot
strip of land, 1957.80 feet South, as measured along the East line
of said 200 foot strip of land of the North line of the
Northwest 1/4 of said Section 26, in Cook County, Illinois.
Village Officials Release Resolution:
(Title) (Date)
i.5 Trot Agreementtdated this......... ..............day of........... ..........
.... and known as Trust Number.....INA22............I.% to certify that LA SALLE NATIONAL BANK.a national
banking association, Chicago, Illinois, as Trustee hereunder, is about to take title to the following described real estate
in.............................Cook
.........I..................................................................County,Illinois, to-wit:
See Exhibit "A" attached hereto and by this reference made
a part hereof.
and (hat when it has taken the title thereto,or to any other real estate deeded to and accepted by it as Trustee hereun.
der, it will hold it for the uses and purposes and upon the trusts herein set forth.The following named persons shall he
entitled to the earnings,avails and proceeds of said real estate according to the respective interests herein set forth, to-wit:
Vincent P. Bianco as to an undivided 40%
Norman J. Garfinkel as to an undivided 40%
Ri,7hard Bianco as to an undivided 20%
IT IS UNDERSTOOD AND AGREED between the parties hereto,and by any person or persons who may become
entitled to any interest under this Trust:
(A) That the interest of any beneficiary hereunder shall consist solely of a power of direction to deal with the
title to said property and to manage and control said properly as hereinafter provided, and the right to receive the pro-
ceeds from rentals and from mortgages, sales or other disposition of said premises, and that such right in the avails of
said property shall be deemed to be personal property,and may be assigned and transferred as such; that incase of the
death of any beneficiary hereunder during the existence of this Trust,his or her right and interest hereunder shall,except
s herein otherwise specifically provided,pass to his or her executor or administrator,and not to his or her heirs at law;
nd that noberieficiary now has, and that no beneficiary hereunder at any time shall have any tight,title or interest in
or to any portion of said real estate as such,either legal or equitable,but only an interest in the earnings,avails and pro-
ceeds as aforesaid. The death of any beneficiary hereunder shall not terminate the Trust nor in any manner affect the
powers of the Trustee hereunder. No assignment of any beneficial interest hereunder shall be binding on the Trustee un-
til the original or a duplicate of the assignment is lodged with and accepted in writing by the Trustee,and every assign-
ment of any beneficial interest hereunder,the original or duplicate of which shall not have been lodged with and accepted
by the Trustee,shall be void as to all subsequent assignees or purchasers without notice.
(B) Nothing contained in this agreement shall be construed as imposing any obligation on the Trustee to file any
income, profit or other tax reports or schedules, it being expressly understood that the beneficiaries from time to time
will individually make all such reports, and pay any and all taxes required with respect to the earnings,avails and pro-
ceeds of said real estate,or growing out of their interest under this Trust Agreement.
(C) In case said Trustee shall make any advances of money on account of this Trust or shall be made a party to
any litigation on account of holding title to said real estate or in connection with this Trust,or in case said Trustee shall be
compelled to pay any sum or money on account of this Trust,whether on account of breach of contract,injury to person
or property, fines or penalties under any law or otherwise, the beneficiaries hereunder do hereby jointly and severally
agree that they will on demand pay to the said Trustee, with interest thereon at the highest lawful rate per annum,all
such disbursements or advances or payments made by said Trustee, together with its expenses,including reasonable at-
torneys' fees, and that said Trustee shall not be called upon to convey or otherwise deal with said property at any
time held hereunder until all of said disbursements,payments,advances and expenses made or incurred by said Trustee
shall have been fully paid, together with interest thereon as aforesaid. However,nothing herein contained shall be con-
strued as requiring the Trustee to advance or pay out any money on account of this Trust or to prosecute or defend any
legal proceeding involving this Trust or any property or interest thereunder unless it shall be famished with funds suffi-
cient thereforor be satisfactorily indemnified in respect thereto. In case of non-payment of any of said disbursements, ad-
vances,or other payments,or upon non-payment of any fees,charges and compensation of the Trustee referred to in para-
graph Q)hereof,the Trustee shall have a first lien therefor on the property held in Trust herein,and If said amount is not
paid within 60 days after demand,the Trustee is hereby authorized and directed, without further notice or advertisement,
to sell from time to time at public or private sale and to transfer and convey sufficient of said property to pay such dis-
bursements,-advances and payments and such fees, charges and compensation,and after deducting all expenses in con.
nection with such sale, including reasonable compensation for itself and its attorneys,to pay the balance thereof to the
beneficiary or beneficiaries hereunder in proportion to their respective interests hereunder. In the event the Trustee is
:erved with process or notice of legal proceedings or of any other matter concerning the Trust or the trust property, the
ole duty of the Trustee in connection therewith shall be to forward the process or notice by first class mail to the per-
son designated herein as the person to whom inquiries or notices shall be sent or,in the absence of such designation, to
the beneficiaries.The last address appearing in the records of the Trustee shall be used for such mailing.
(D) It shall not be the duty of the purchaser of said premises or of any part thereof to see to the application of
the purchase money paid therefor;nor shall any one who may deal with the Trustee be required or privileged to inquire
into the necessity or expediency of any act of said Trustee,or of provisions of this instrument.
(E) This Trust Agreement shall not be placed on record in the Recorder's Office of the county in which the land
is situated,or elsewhere,and the recording of the same shall not be considered as notice of the tights of any person here-
under,derogatory to the title or powers of the Trustee.
(F) It is understood and agreed by the parties hereto and by any person who may hereafter become a beneficiary
hereunder, that said LA SALLE NATIONAL BANK will deal with said real estate and with any cash or other property
or assets of any kind which may come into the possession or control of the Trustee only when authorized to do so in
writing,and that it will make deeds for or mortgages or trust deeds(including the waiver of the right of redemption from
sale under an order or decree of foreclosure), or otherwise deal with the title to said real estate or such other assets or
property on the written direction of such person or persons as may be the beneficiary or beneficiaries at the time,or on
written direction of
any two of the three beneficiaries
or such other person or Persons as shall be frorif time to time named in writing by the beneficiary or beneficiaries;
(Over)
mc PCI�V[I tvi "U110 ui u1c PC nouns)11 4 ving sucn Power of
written direction shall be a bep-' 4ary hereunder and shall assign his beneficial i st herein, then no written direc-
tion of any such J)erson given quent to the filing of such assignment with t. stee shall be recognized without
the consent thereto of his assig.,provided, further, that the Trustee shall not be ouged to inquire into the propriety
of any such written direction;and provided, further, that the Trustee shall not be required to deal with the title so long
as any money is due to it hereunder, or to enter into anrpersonal obligation or liability in dealing with said land or to
make itself liable for any damages,costs,expenses,.fines or penalties.
(G) The beneficiary or beneficiaries hereunder in his, her or their own right shall have the management of said
property and control of the selling, renting and handling thereof and the keeping, performing and enforcing of all leases
and agreements and covenants running with the land, and each beneficiary or his or her agent shall collect and handle
his at her share of the rents,earnings,avails and proceeds thereof,and the Trustee shall have no duty in respect to such
management or control, or the handling or application of such rents, earnings, avails or proceeds or in respect to the
keeping,performing or enforcing of any leases,agreements, or covenants running with the land,or in respect to the pay-
ment of taxes or assessments or in respect to insurance, litigation or otherwise, except on written direction as herein-
above provided, and after the payment to it of all money necessary to carry out said instructions.No beneficiary here-
under shall have any authority to contract for or in the name of the Trustee or to bind the Trustee personally. No legal
action shall be brought in the name of the Trustee without its prior consent in writing.If any property remains in the
Trust twenty years from this date it shall be sold at public sale by the Trustee on reasonable notice,and the proceeds of
the sale shall be divided among those who ore entitled thereto under this Trust Agreement.
(H) The Trustee may at any time resign by sending by registered mail a notice of its intention so to do to each
of the then beneficiaries hereunder at his or her address last known to the Trustee.Such resignation shall become effec-
tive ten days after the mailing of such notice by the Trustee. In the event of such resignation a successor or successors
inay be appointed by the person or persons then entitled to direct the Trustee in the disposition of the trust property,
and the Trustee shall thereupon convey the trust property to such successor or successors in trust. If no successor in
trust is named as above provided within ten days after the mailing of such notice by the Trustee, then the Trustee may
convey the trust property or any portion thereof to the beneficiaries in accordance with their respective interests here-
under and the beneficiaries for themselves, their legal representatives, executors, administrators and assigns agree that
the Trustee at its option may deliver deed evidencing such conveyance to the Recorder of Deeds(or Regisf�ar of Titles)
in thecounty or counties in which the real estate is situated for recording and such conveyance shall thereupon be effec-
tive and complete, or the Trustee may,at its option, file a bill for appropriate relief in any court of competent jurisdic-
tion.The rights, remedies and liens of the Trustee provided for in paragraph(C)hereof shall continue notwithstanding
the resignation or removal of the Trustee or conveyance of any of the trust property.
(1) Every successor,Trustee orTrustees appointed hereunder shall become fully vested with all the estate,prop-
erties,rights,powers, trusts,duties and obligations of its,his or their predecessor.
(J) The LA SALLE NATIONAL BANK shall receive for its services in accepting this Trust and in taking title
here the sum Of$...I.....175-00 - 85-00
.................I also the sum Of$. ..........................per year in advance for holding title after the
September 87
.... ......day of...............I.......................................1., 19...........,so long as any property remains in this Trust or as
adjustad by the Bank;also its regular schedule fees for making deeds.................................................................................
..............*.................... ......**....... .......
and itsball receive reasonable compensation for any special services which may be rendered by it hereunder,or for taking
a"n"d"holding any other property which may hereafter be deeded to it hereunder, which fees,charges or other compensa-
tion.the beneficiaries hereunder jointly and severally agree to pay.In the event the value of the property held hereunder
is increased by reason of improvements made thereon after the Trustee has accepted title thereto, the Trustee shall be
entitled to a reasonable additional fee for holding title thereto for each year after the year in which such improvement is
made.IN TESTIMONY WHEREOF.I the LA SALLE NATIONAL BANK has caused these presents to be sigiied by its'
AFAstiest Vice President,and attested by its Assistant Secretary,and has caused its corporate seal to be hereto attached
as and t and deed pf said Bank, the day and date above written.
ATT Pr"Je
S. OM lol
T
...................... By.... .... ... ... i.. i e . ............................
And n sai Y� 'd beneficiaries have signed 111i claration of Trust and Trust Agreement in order to signify
n t th t ms :011.
.......... ... ....................;....... SEALY Address...............I.................................................................
i nt P ianco............... n janyille,. IL ,60106
. .................................... ..........(SEAL) Address...UAQ..
.......7�....... .......... .................(SEAL) Address..................................................................................
............................... ...N.... ......... ................(SEAL) Address.................................................................................
Norman J. Ga finkel
...... .......................................... .............(SEAL) Address... IL 60106
!1�c A�
(SEAL) Address.........................4.......................................................
................(SEAL) Address..........................................I......................................
Richard Bianco .11e.,.. IL 60106
........ .........................................................4.....(SEAL) Address... Sea i
................................................................(SEAL) Address.................................................................................
May the name of any beneficiary be disclosed to the public?.................No................4.......................................................
Referwritten inquiries and legal notices by first class mail to... .............................................
May oral inquiries be referred directly? ......�!s........To whom?.......�2.rm.a.n..J.......G.ar.f.in.k.el........4..........................
. . .. . .I .. . .... . .... . .. .
To wbom shall bills be mailed?......... .................... .................................................................
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