HomeMy WebLinkAboutOrdinances - ORD-18-1915 - 12/17/2018 - Budget Amendment and the Purchase of the McHenry State Bank PropertyCITY OF MCHENRY
MCHENRY COUNTY
STATE OF ILLINOIS
ORDINANCE NUMBER ORD-18-1915
Au Ordinance amending the FY2018/2019 Budget for the Fiscal Year ending April
30, 2019 and authorizing a contract sale for the McHenry State Bank Property
located on Green Street
Adopted by the
Mayor and City Council
Of the
City of McHenry
McHenry County
State of Illinois
December 17, 2018
Published in pamphlet form by authority of the Mayor and City Council of the City
of McHenry, McHenry County, Illinois this 17th day of December, 2018.
ORDINANCE NO. ORD48- O
AN ORDINANCE AMENDING THE FY201812019 BUDGET FOR THE
FISCAL YEAR ENDING APRIL 30, 2019
WHEREAS, the City of McHenry, McHenry County, Illinois, is a home rule
municipality as contemplated under Article VII, Section 6, of the Constitution of the State of
Illinois, and the passage of this Ordinance constitutes an exercise of the City's home rule powers
and functions as granted in the Constitution of the State of Illinois; and
WHEREAS, the City of McHenry acting by and through its Mayor and City Council has
previously approved the FYI 8/19 Annual Budget for the Fiscal Year Ending April 30, 2019 by a
motion at the Annual City Council Meeting held on April 30, 2018; and
WHEREAS, it is necessary and appropriate to delete, add to, or otherwise change certain
line items in said Budget Ordinance as provided in Exhibit A to this Ordinance;
NOW, THEREFORE, BE IT ORDAINED by the City Council of the City of
McHenry, McHenry County, Illinois, as follows:
SECTION 1: That the amendments to the Budget Ordinance for• the Fiscal Year Ending
April 30, 2019 are hereby approved in the form and content as provided by Exhibit "A" which is
attached hereto and made part hereof.
SECTION 2: If any section, paragraph, subdivision, clause, sentence or provision of this
Ordinance shall be adjudged by any Court of competent jurisdiction to be invalid, such judgment
shall not affect, impair, invalidate or nullify the remainder thereof, which remainder shall remain
and continue in full force and effect.
SECTION 3: All ordinances, or parts of ordinances in conflict herewith are hereby
repealed to the extent of such conflict.
SECTION 4: This ordinance shall be published in pamphlet form by and under• the
authority of the corporate authorities of the City of McHenry, Illinois.
SECTION 5: This ordinance shall be in full force and effect from and after its passage,
approval and publication, as provided by law.
Passed this 17th day of December 2018 by roll call vote as follows:
Voting Aye: Alderman Santi, Alderwoman Condon, Alderman Devine, Alderman Mihevc,
Alderman Schaefer, Alderman Glab and Alderman Curry
Voting Nay: 0
Absent: 0
(SEAL)
Ql!
Mayor
ATTEST:
Deputy City Clerk
Published: Oogaaaho( I!Wf )OIK
EXHIBIT A
The following budget items are amended by this Ordinance:
Fund 200 (Tourism Fund) - $331,000
PLAT
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CONTRACT OF SALE
THIS CONTRACT OF SALE, (the "Contract"), is made and entered into by and between
MCHENRY SAVINGS BANK (the "Seller"), and the CITY OF MCHENRY ("Purchaser"). Seller and
Purchaser are sometimes collectively referred to herein as the "Parties".
I. SALE AND PURCHASE OF PROPERTY.
1.01 PURCHASER IS A UNIT OF LOCAL GOVERNMENT, AND THIS
CONTRACT IS SUBJECT TO THE APPROVAL OF, AND IS NOT ENFORCEABLE UNLESS
APPROVED AT AN OPEN MEETING BY, PURCHASER'S CITY COUNCIL,
1,02 In the event that Purchaser's City Council does not approve this Contract on or
before December 17, 2018, Seller may, in its discretion, terminate this Contract by written notice to
Purchaser delivered not later than December 21, 2018.
1.03 Aureement of Sale and Purchase. For and in consideration of the sum of Ten
and No/100 Dollars ($10.00) and of the premises, undertakings, and mutual covenants of the Parties set
forth herein, Seller hereby agrees to sell and convey unto Purchaser, and Purchaser hereby agrees to
purchase and take from Seller, the property legally described on Exhibit A hereto, consisting of four parcels
of real property located at the corner of Green Street and Illinois Route 120, in McHenry, Illinois. Said real
property shall include all improvements thereon and all and singular the rights and appurtenances pertaining
thereto, including, but not limited to, all right, title, and interest of Seller in and to adjacent sheets, alleys,
easements, and rights -of -way (all of such lots and all rights, and appurtenances being hereinafter referred
to collectively as the "Pro a "). Notwithstanding the foregoing, the Property shall not include any of the
ATM equipment located thereon.
1.04 Purchase Price. At Closing (hereinafter defined), Seller shall sell and Purchaser
shall purchase the Property for Six Hundred Eleven Thousand and NO/Dollars ($611,000.00), being the
"Purchase Price" hereunder.
1.05 Earnest Monev.
(a) In Consideration for the right to purchase the Property granted herein by
Seller to Pnrclraser, Purchaser shall, within hvo (2) business days after the date hereof, deposit with Seller
the sum of Five Hundred and NO/100 Dollars ($500.00) ("Earnest Monev').
(b) In the event Purchaser closes on the Property, the Earnest Money shall be
app]ied to the Purchase Price at Closing. If Purchaser• fails to deposit the Earnest Money as required herein,
and such failure continues for a period of five (5) days after written notice from Seller, then either patty
may terminate this Contract by written notice to the other at any time prior to the deposit of the Earnest
Money. If this Contract is so terminated, this Contract shall be deemed to have terminated as of the date
that the Earnest Money was originally to have been deposited by Purchaser, and there shall be no remedy
hereunder to either Seller or Purchaser other than the termination of this Contract.
H. TITLE COMMITMENT AND FEASIBILITY PERIOD.
2.01
Title
Commitment.
No later than fifteen
(15) days
following Seller's execution
of this Conhact, Seller
will furnish to Purchaser a title commitment (the "Title
Commitment") for the
Property in an amount
equal to the total Purchase Price, with
extended
coverage over the standard
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exceptions I through 5, issued by Chicago Title Insurance Company ("Title Company'); provided,
however, that the Title Commitment shall only include extended coverage over matters of survey to the
extent that Purchaser delivers a survey to the Title Company which is in form and substance acceptable to
the Title Company for the issuance of extended coverage over matters of survey. The Title Commitment
will show the Seller to be owner of good and indefeasible fee simple title. Purchaser shall have ten (10)
business days (the "Review Period") after receipt of the Survey and the Title Commitment in which to
examine same and notify Seller in writing of objection to sane. Upon the expiration of the Review Period,
Purchaser shall be deemed to have accepted all exceptions to title as shown on the Title Commitment,
except for matters for which notification permitted herein has been given by Purchaser. In the event of
notification to Seller of objections by Purchaser, Seller may, at its option, undertake to eliminate or modify
such objectionable items to the reasonable satisfaction of Purchaser within ten (10) days, (the "Cure
Period"), after receipt of such notice of objections. In the event Seller does not cure objections ofPurchaser
within the Cure Period, Purchaser may, at its option, and as Purchaser's sole remedy, terminate this Contract
by written notice to Seller within five business days of the expiration of the Cure Period or, in the
alternative, accept title as it then is and waive all objections to any other unpermitted exceptions. Any
exceptions accepted by Purchaser or not timely objected to as aforesaid shall be hereafter collectively
referred to as "Permitted Encumbrances". Possession shall be delivered at Closing free and clear of all
matters except the Permitted Encumbrances,
2.02 Feasibility Period.
(a) No Reliance on Information. Except as expressly stated herein, Seller makes no
covenant, representation or warranty as to the content of any historical documents or materials provided to
Purchaser with respect to the Property, or the truth, accuracy, reliability or completeness of any such
information delivered by Seller to Purchaser in connection with the transaction contemplated hereunder,
that such information is provided to Purchaser as a convenience only and that if Purchaser uses or relies on
any such information, it shall do so at its own risk and Seller shall have no liability and is hereby released
from all liability to Purchaser, its successors and/or assigns, with respect thereto.
(b) Purchaser Investieations. For ten (10) days following the Effective Date (the
"Feasibili • Period"), Purchaser shall have the right of investigation and inspection of the Property to
determine, in Purchaser's sole and absolute discretion, whether or not the Property is acceptable to
Purchaser and suitable for Purchaser's intended use. Following the completion of any studies Purchaser
may undertake on the Property, Purchaser agrees to repair or restore promptly any damage to the Property
caused by Purchaser, its designees, consultants, agents and contractors, and Purchaser shall indemnify
Seller against damages, losses, expenses, inquiries or liens, including, without limitation, reasonable
attorneys' fees and court costs, arising out of or resulting from Purchaser's or Purchaser's designees' access
to the Property. The aforesaid obligations of Purchaser shall survive the Closing or termination of this
Contract, notwithstanding any provision of this Contract to the contrary. Prior to any entry by Purchaser,
or any of its directors, officers, partners, managers, members, employees, agents, contractors,
representatives, attorneys or advisors (individually and collectively, the "Purchaser's Representatives')
onto the Property for the inspections, Purchaser shall provide to Seller evidence satisfactory to Seller that
Purchaser has in force commercial general liability and worker's compensation insurance with a combined
single limit of not less than $1,000,000,00, with the commercial general liability policy naming Seller as
an additional insured and protecting Seller against liability, claims, demands, damages and costs (including
but not limited to reasonable attorneys' fees and expenses) which may occur as a result of any activity of
Purchaser or Purchaser's Representatives on the Property.
(c) Satisfaction or Waiver of Feasibility Period. At any time prior to the expiration of
the Feasibility Period, Purchaser may notify Seller that it is not satisfied with its investigation of the
Property and that it elects to terminate this Contract (in which event Purchaser shall be entitled to a frill
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refimd of the Earnest Money). In the event Purchaser fails to timely notify Seller of the foregoing, it shall
be conclusively deemed that Purchaser is satisfied with the Property and that Purchaser waives its right to
terminate this Contract pursuant to this Section 2.02.
(d) Agreements. As of the Effective Date, the Parties hereby agree that the term of
that certain parking agreement permitting public parking at the location of the main bank building located
on the property described as PIN 09-26-378-008 as further described on Exhibit C ("Bank Building Parking
Agreement") shall be deemed renewed and reinstated, and automatically renewed every 30 days thereafter
through the Closing Date (defined below).
M. PROVISIONS WITH RESPECT TO CLOSING,
3.01 Closing. The completion of the Closing of the purchase and sale of the Property
(the "Closing") shall take place on January 23, 2019, or such other date as mutually agreed by the Parties
(the "Closing Date"). The Closing shall take place in the offices of the Title Company,
3.02 Seller's Obligations At Closing. At Closing, Seller shall do the following:
(a) Execute and deliver to Purchaser a special warranty deed, duly executed
and acknowledged, conveying to Purchaser good and indefeasible fee simple title to the Property, flee and
clear of all liens, claims, and encumbrances except the Permitted Encumbrances;
(b) Deliver free and clear possession of the Properly to Purchaser;
(c) Pay Seller's closing costs as hereinafter specified; and
(d) Execute and deliver to Purchaser such other standard closing documents
or other documentation as is required by applicable law or the Title Company to effectuate the transaction
contemplated hereby, including, without limitation, Affidavit of Title, FIRPTA, ALTA statements and GAP
Undertaking, such other documentation as is reasonably required by the Title Company to cause the Title
Company to issue and advise Purchaser that it has issued the Title Policy, with extended coverage, in the
amount of the Purchase Price, insuring fee simple, good and indefeasible title to the Property and containing
no exceptions other than the Permitted Encumbrances.
3.03 Purchaser's Obligations At Closing. At Closing, Purchaser shall pay to Seller
the Purchase Price in cash for the Properly, subject to any applicable credits as provided for in this Contract,
and pay Purchaser's closing costs as hereinafter specified. Purchaser shall deliver any documents
reasonably required by the Title Company to consummate the transaction contemplated hereby.
3.04 Closing Costs. Seller shall pay the following costs and expenses in connection
with Closing:
provided below);
(i) Seller's portion of the prorated taxes, fees and any assessments (as
(ii) Seller's own attorneys fees;
(iii) The cost of preparing the special warranty deed;
(iv) One-half of the cost of any Title Company escrow fee;
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(v) The premiums for the Title Policy;
(vi) State and County transfer taxes, if any;
(viv The cost of preparing and recording any release of lien and/or mortgage
which encumbers the Property as of the Closing Date; and
(viii) Such other incidental costs and fees customarily paid by sellers in land
transactions of this nature in the county where the Property is situated.
Purchaser shall pay the following costs and expenses in connection with Closing:
(i) Purchaser's own attorneys fees;
(ii) Purchaser's portion of the prorated taxes and fees (as provided below);
(iii) One-half the cost of any Title Company escrow fee;
(iv) The cost of recording the special warranty deed;
(v) The cost of extended coverage and such other endorsements requested by
Buyer; and
(vi) Such other incidental costs and fees customarily paid by purchasers in land
transactions of this nature in the county where the Property is situated.
Any local transfer tax shall be paid by the party designated in the ordinance that authorized such local
transfer tax, and if no such party is so designated, the local transfer tax shall be paid by Purchaser.
Notwithstanding the foregoing, the Parties acknowledge that Purchaser is a governmental entity, and as
such this transaction is exempt from any State, County or local real estate transfer tax pursuant to 35 ILCS
200/31-45(b). Seller is obligated to furnish completed Real Estate Transfer Declarations signed by Seller
or Seller's agent in the form required pursuant to the Real Estate Transfer Tax Act of the State of Illinois.
3.05 Proration Of Taxes and Assessments. Taxes, assessments and levies
(collectively, "Taxes") assessed with respect to the Property in the year prior to the year in which Closing
occurs but due and payable in the year in which Closing occurs shall be the responsibility of Seller, and
Purchaser shall receive a credit against the Purchase Price for such unpaid Taxes at Closing. All Taxes
assessed in the year in which Closing occurs but due and payable in the year following the year in which
Closing occurs shall be prorated as of the date of Closing, and Purchaser shall receive a credit against the
Purchase Price for such Taxes attributable to the period prior to and including the date of Closing.
Notwithstanding the foregoing to the contrary, if the amount of any Taxes payable by Seller at Closing or
to be credited to Purchaser at Closing is not available at the time of Closing then such Taxes shall be
estimated and prorated based upon 100% of the amount of the last known tax bill for the Property. All
proration shall be final.
3.06 Conditions Precedent.
(a) Seller's Conditions. Seller's obligation to close on the sale of the Property is
subject to:
(i) Purchaser and Seller executing an agreement in form and substance that is
acceptable to Seller, the purpose of which is to allow the Seller's ATM to remain on its current location on
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the Property, with full access rights for the public and with the Purchaser providing snow plowing of area
as needed, for a period of 10yrs or, if the lot is conveyed to a private entity sooner than 10 years, until the
date of the closing of the sale to such entity; and that further that this agreement would provide that in the
event the ATM lot is developed by the Purchaser in a way that requires the removal of the ATM, or access
thereto, the parties will work together in good faith to find an alternative site for the remainder of the period;
and
(ii) Purchaser and Seller executing an agreement in form and substance that is
acceptable to Seller, the purpose of which is to replace and restate the Bank Building Parking Agreement.
(b) Purchaser's Condition. Purchaser's obligation to close on the purchase of the
Property is subject to:
(i) Seller financing the Purchaser's acquisition of the Property on the terms
set forth in Exhibit B hereto, Purchaser shall pay the usual and customary charges imposed by lending
institutions, including, but not limited, to credit and appraisal fees; and
(ii) The provisions of Section L01 above.
IV. REMEDII',S.
4.01 Seller's Remedies. Should Purchaser fail to close on the Closing Date or otherwise
breach any term or condition of this Contract, Seller shall be entitled, as Seller's sole and exclusive remedy,
to (i) waive the contractual obligations of Purchaser in writing; (ii) extend the time for performance by such
period of time as may be mutually agreed upon in writing by the Parties hereto; or (iii) terminate this
Contract and retain the Earnest Money as liquidated damages for such default and not as a penalty, as
Seller's sole and exclusive remedy, in which event the Parties shall be released herefrom and have no further
rights, obligations, or responsibilities hereunder, except for such rights, obligations, or responsibilities
hereunder that expressly survive termination of this Contract. Seller's extension of the time for Purchaser's
performance pursuant to clause (ii) above shall not constitute an election of remedies and shall not prohibit
Seller's exercise of Seller's other remedies set forth above in the event Purchaser fails to cure such breach
prior to the expiration of such extension period.
4.02 Purchaser's Remedies. If Seller defaults in performing Seller's obligations
hereunder for any reason other than Purchaser's default, Purchaser shall be entitled, as Purchaser's sole and
exclusive remedy, to terminate this Contract, whereupon the Earnest Money shall be returned to Purchaser,
and/or to seek specific performance of this Contract. Purchaser hereby waives all other remedies against
Seller due to a breach of this Contract.
V. COMNIISSION.
Seller and Purchaser each hereby warrant and represent to the other that there are no
brokers, agents, fmders' fees or commissions, or other similar fees that are due or arising in connection
with the entering into of this Contract, the sale and purchase of the Property, or the consummation of
transactions contemplated herein; and Seller and Purchaser each hereby agree to indemnify and hold the
other harmless firom and against all liability, loss, cost, damage, or expense (including but not limited to
attorneys' fees and costs of litigation) which the other party shall suffer or incur because of any claim by
any broker, agent, or finder claiming by, through, or under such indemnifying party, whether or not such
claim is meritorious, for any compensation with respect to the entering into of this Contract, the sale and
purchase of the Property, or the consummation of the transactions contemplated herein. The foregoing
indemnity obligation shall survive Closing or termination of this Contract,
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VI. NOTICE AND RIGHT TO CURE.
Each party shall be entitled to written notice of any default and shall have ten (10) days
from receipt of such notice to cure such default prior to the exercise of any remedy provided herein.
V1I. COVENANTS. REPRESENTATIONS AND WARRANTIES.
7.01 Purchaser's Covenants. Representations. and Warranties. The covenants,
representations and warranties contained in this Paragraph shall be deemed remade as of the Closing Date,
and shall be deemed to have been relied upon by the Seller in consummating this transaction,
notwithstanding any investigation the Seller may have made with respect thereto, or any information
developed by or made available to the Seller prior to the Closing and consummation of this transaction.
Purchaser covenants, represents and warrants to Seller that Purchaser has the full right, power, and authority
to purchase the Property fiom Seller as provided in this Contract and to carry out its obligations hereunder;
and all required action necessary to authorize Purchaser to enter into this Contract and to carry out its
obligations hereunder has been or will have been taken prior to the Closing Date. The foregoing is so
warranted to be hue and correct as of the Effective Date and also on the Closing Date,
7.02 Seller's Covenants. Representations, and Warranties. The covenants,
representations and warranties contained in this Paragraph shall be deemed remade as of the Closing Date,
and shall be deemed to have been relied upon by the Purchaser in consummating this transaction,
notwithstanding any investigation the Purchaser may have made with respect thereto, or any information
developed by or made available to the Purchaser prior to the Closing and consummation of this transaction.
Seller covenants, represents and warrants to the Purchaser as to the following matters, each of which is so
warranted to be true and correct as of the Effective Date and also on the Closing Date:
(a) Pending and Threatened Litigation. To the best knowledge and belief of
Seller, there are no pending or threatened matters of litigation, administrative action or examination, claim
or demand whatsoever relating to the Property, with the exception of Seller's pending petition for
annexation, zoning and planned development approval (which Seller has placed on hold in reliance on
Purchaser's interest in the Property as evidenced by this Contract).
(b) Authority of Signatories: No Breach of Other Agreements. The execution,
delivery of and performance under this Contract by Seller is pursuant to authority validly and duly conferred
upon Seller and the signatories hereto. The consummation of the transaction herein contemplated and the
compliance by Seller with the terms of this Contract do not and will not conflict with or result in a breach
of any of the terms or provisions of, or constitute a default under, any agreement, arrangement,
understanding, accord, document or instruction by which Seller or the Property are bound; and will not and
does not, to the best knowledge and belief of Seller, constitute a violation of any applicable law, rule,
regulation, judgment, order or decree of, or agreement with, any governmental instrumentality or court,
domestic or foreign, to which Seller or the Property are subject or bound.
VHI. NOTICE.
Any notice or communication required or permitted hereunder shall be deemed to be
delivered, whether actually received or not, when deposited in the United States mail, postage fun ly prepaid,
registered or certified mail, addressed to the intended recipient at the address stated below or when received
if delivered personally. Any address for notice may be changed by ten (10) days' prior written notice so
given. Notices given otherwise than in accordance with this section, such as by facsimile, email or by
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overnight delivery, will be effective upon receipt. An additional copy of any notice required or permitted
hereunder shall be delivered to the persons set forth below.
If to Seller: McHenry Savings Bank
353 Bank Drive
McHenry, Illinois 60050
Attn: Don Wilson
Telephone: 815-331-6487
Email: DWilson@mcheiiiysavings.com
savings.com
With a copy to: Meltzer; Purtill & Stelle LLC
1515 E. Woodfield Road, Suite 250
Schaumburg, Illinois 60173
Attn: Jay Chetwin
Telephone: 847-330-6041
Facsimile: 847-3304231
Email: iclici*tvin@mpslaw.com
mpslaw.com
If to Purchaser:
With a copy to: � 1C � Ir
Ct j u 44 n L (.d K e 1 1. IMA I hl
Amtlr„'Fd Me A��Q
Telephone:l - (8 S �E
Email: Meltircl\n(JZIZFM�aW. GL1m
IX. iYIISCELLANEOUS PROVISIONS.
9.01 Any covenant or agreement herein which contemplates performance after the time
of Closing shall not be deemed to be merged into or waived by the instruments of tine Closing, but shall
expressly survive Closing and be binding upon the Patties obligated thereby.
9.02 The terms, provisions, warranties, representations, covenants, and agreements
contained in this Contract shall apply to, be binding upon, and inure to the benefit of, the Patties hereto and
their respective legal representatives, successors, and assigns.
9.03 Time is of the essence in the performance of this Contract. Should the date for the
giving of any notice, the performance of any act, or the beginning or end of any period provided for herein
fall on a Saturday, Sunday or other legal holiday, such date shall be extended to the next succeeding business
day which is not a Saturday, Sunday or legal holiday.
9.04 This Contract shall be governed and interpreted under the laws of the State of
Illinois.
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9.05 The paragraph headings used in this Contract are for convenience purposes only,
and shall not be used in the interpretation of this Contact.
9.06 All exhibits attached hereto are incorporated herein by reference and made a part
of this Contract.
9.07 Faihue of Seller to insist in any one or more instances upon the pertu ante of
any of the covenants, agreements, and/or conditions of this Contract, or to exercise any right or privilege
herein conferred shall not be construed as a waiver of any such covenant or condition.
9.08 Purchaser acquires no real property interest in the Property by the execution of this
Contract. Purchaser's rights vest upon Closing and the payment of the sums specified in Paragraph 1.
9.09 This Contract contains the entire agreement between the Parties relating to the
Property, and neither party shall be bound by any verbal statement or agreement made heretofore. This
Contract cannot be varied except by written agreement executed by the Parties.
9.10 If any items, terns, or provisions contained in this instrument are in conflict with
any applicable Federal, state, or local laws, this Contract shall be affected only as to its application to such
items, terms, or provisions, and shall in all other respects remain in full force and effect.
9.11 In the event the Seller or Purchaser breaches any of the terms, provisions,
warranties, representations, covenants, or agreements contained in this Contract and Seller and Purchaser
become involved in litigation with regard to breach hereof, the prevailing party shall be entitled to be paid
its reasonable attorneys' fees. The Parties agree that "prevailing party" means the party who successfully
prosecutes the action or successfully defends against it, prevailing on the main issue, even though not
necessarily receiving an award of damages or other form of recovery.
9.12 Nothing contained herein is intended to create, nor shall it ever be construed to
make, Seller and Purchaser partners or joint venturers.
9.13 The provisions of this Contract are severable, and if any provision or part hereof
or the application thereof to any person or circumstances shall ever be held by any court of competent
jurisdiction to be invalid or unconstitutional for any reason, the remainder of this Contract and the
application of such provisions or part hereof to other persons or circumstances shall not be affected thereby.
9.14 The tern, "date of this Contract", or "date hereof', `Effective Date," or "effective
date of this Contract", as used herein, shall mean the later of the following dates: (1) the date of Seller's
signature; and (2) the date of Purchaser's signature.
9.15 This Contract may be executed in duplicate counterparts by Seller and Purchaser,
the legal effect of which shall be the same as if both parties had signed the same instrument. Furthermore,
facsimile signatures and signatures transmitted by electronic transmission shall be treated as originals.
9.16 PURCHASER ACKNOWLEDGES THAT PURCHASER IS PURCHASING
THE PROPERTY IN AN "AS -IS" AND "WHERE -IS" CONDITION SUBJECT TO ALL FAULTS AND
PHYSICAL AND OTHER DEFECTS, WHETHER PATENT, LATENT OR OTHERWISE, AND
SPECIFICALLY AND EXPRESSLY WITHOUT ANY WARRANTY, REPRESENTATION,
COVENANT OR GUARANTEE, EITHER EXPRESS OR IMPLIED, OF ANY KIND, NATURE OR
TYPE WHATSOEVER FROM OR ON BEHALF OF SELLER. Purchaser further acknowledges that
Purchaser has not relied on, and will not rely on in the future, any information, document, or other literature,
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map, sketch, projection, pro forma statement, representation, warranty or covenant (whether express or
implied, oral or written, material or immaterial) that may have been given by or made by Seller, its agents,
or any other party. Without in any way limiting the generality of the immediately preceding two (2)
sentences, Purchaser further acknowledges and agrees that:
(i) Seller and each of its officers, directors, employees and agents, expressly
disclaims, has not made, will not, and does not, make, any warranties or representations, express or implied,
with respect to the Property or any portion thereof, the physical condition or repair or disrepair thereof, the
value, profitability or marketability thereof, or of any of the appurtenances, facilities or equipment thereon,
except as set forth in this Contract; and
(ii) Seller and each of its officers, directors, employees and agents, expressly
disclaims, has not made, will not, and does not, make, any warranties, express or implied, of
merchantability, habitability or fitness for a particular use or purpose; and
(iii) The rights granted to Purchaser under this Contract will permit Purchaser
a full investigation of the Property, and Purchaser is fully satisfied with the opportunity afforded for
investigation. Purchaser is not relying upon any statement or representation by Seller or any of its agents.
Upon the Closing, Purchaser shall be deemed to have made such legal, factual and other inquiries and
investigations as Purchaser deems necessary, desirable or appropriate with respect to the Property, the value
and marketability thereof, and of the appurtenances, facilities and equipment thereof. Such inquiries and
investigations of Purchaser shall be deemed to include, but shall not be limited to, the physical components
of all portions of any on -site or off -site improvements, the condition of repair of the Property or any portion
thereof, such state of facts as an accurate survey would show, and the present and future zoning, ordinances,
resolutions and regulations of the city, county and state where the Property and the improvements thereon
are located.
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M WITNESS WHEREOF, the Parties hereto have executed this Contract in multiple copies, each
of which shall be deemed to be an original, on the dates set forth below.
SELLER
MCHENRY SAVINGS BANK
CITY OF MCHENRY
By:
President 14�.y�r ul�y/le �a1I-
1
Attest
eci�tary
Enclosures:
Exhibit A: The Property
Exhibit B: Financing Terns
Exhibit C: Bank Building Parking Agreement
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EXFIIBIT "A"
The Property
LEGAL DESCRIPTION
[Legal descriptions to be attached upon receipt of title commitment]
PINS:
09-26-378-012
09-26-378-014
09-26-378-015
09-26454-015
Common Address: TBD
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Exhibit B
Financing Terms
Financing: McHenry Savings Bank to provide $305,500 loan to City of McHenry (representing 50% of the
Purchase Price), subject to the debt being designated as a "Qualified Tax exempt obligation" per attorney
opinion, structured as follows:
Five year, fully -amortized installment loan contract with an interest rate of 3.50%. Payments
scheduled semi-annually or annually per the City's preference. Collateral would be a lien on the
property financed, or
Ten year, fully -amortized bond with an interest rate of 2.66%. Payments semi -amorally, or
annually, as per the City's preference. This interest rate assumes that the debt is a general obligation
of the City and is backed by the City's taxing authority and that the City maintains its current AA
credit rating, accordingly there would be no required collateral lien.
Both rates maybe adjusted upward by the amount of increase, if any, in the Syr Constant Maturity Treasury
Note rate as published by the Federal Reserve between 12/1/2018 and the closing date.
At Closing, Borrower shall fund with cash the balance of the Purchase Price and all amounts due under the
Contract of Sale and additional amounts due for financing the acquisition of the Property. Borrower shall
pay the usual and customary charges imposed by lending institutions, including, but not limited, to survey,
credit, appraisal, title, escrow, and recording fees.
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xhibit C
Bank Building Parking Agreement
[PIN 09-26-378-OOSJ
(attached)
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