HomeMy WebLinkAboutOrdinances - ORD-18-1869 - 04/30/2018 - Land Aquistion Home AveJOSEPH J. TIR10
RECORDER.-gMCHENR`L. �COUNTY, I
2018ROO20563
06/21/2018 08.11.33 AM PACES. 144
RECORDING FEE 34.00
GIS FEE 15.00
This space reserved for Recorder's use only.
ORDINANCE NO. 18-1869
An Ordinance Authorizing the Mayor's Execution of a Real Estate Sales
Agreement between Casey J. Johnson and the City of McHenry, McHenry
County, Illinois
Prepared by the Office of the McHenry City Clerk
Mail to: Office of the Deputy City Clerk
City of McHenry
333 S. Green Street
McHenry, Illinois 60050
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Debra Meadows, Deputy City Clerk - `4
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City of McHenry
McHenry COUNTY
STATE OF ILLINOIS
ORDINANCE NUMBER 18-1869
An Ordinance Authorizing the Mayor's Execution of a Real Estate Sales
Agreement between Casey J. Johnson and the City of McHenry, McHenry County,
Illinois
ADOPTED BY THE
CITY COUNCIL
OF THE
CITY OF MCHENRY
MCHENRY COUNTY
STATE OF ILLINOIS
May 8, 2018
Published in pamphlet form by authority of the City Council of the City of
McHenry, McHenry County, Illinois this 30th day of April, 2018
s � ,
ORDINANCE NO.ORD-18-1869
AN ORDINANCE AUTHORIZING THE MAYOR'S EXECUTION OF A REAL ESTATE
SALES AGREEMENT BETWEEN CASEY J. JOHNSON AND THE CITY OF
MCHENRY, MCHENRY COUNTY, ILLINOIS
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.
WHEREAS, it has been determined that the purchase of two (2) adjacent vacant lots
commonly known as 4505 and 4509 Home Avenue, McHenry, McHenry County, Illinois
identified as permanent index numbers 09-27-404-005 and 09-27-404-006 will serve the public
interest and facilitate improvements to the Lakeland Park Drainage project;
NOW, THEREFORE, BE IT ORDAINED by the CITY COUNCIL of the CITY OF
MCHENRY, McHenry County, Illinois, as follows:
SECTION l: The Real Estate Sales Agreement dated April 30, 2018 between the City
of McHenry and Casey J. Johnson, PO Box 11, Colstrip, MT 59323 is attached to this Ordinance
and incorporated herein by reference as Exhibit A.
SECTION 2: The Mayor is hereby authorized to affix his signature as Mayor to Exhibit
A for the uses and purposes therein set forth.
SECTION 3: All Ordinance or parts thereof in conflict with the terms and provisions
hereof 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, McHenry Count Illinois and
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shall be recorded with the McHenry County Recorder's Office.
SECTION 5: This Ordinance shall be in full force and effect from and after its passage,
approval, and publication in pamphlet form as provided by law.
APPROVED AND ADOPTED THIS 30TH DAY OF APRIL 2018.
Voting Aye: Condon, Schaefer, Curry, Devine, Mihevc, Santi, Glab
Voting Nay: None
Absent: None
M or
ATTEST:
Deputy Clerk
EXHIBIT A
REAL ESTATE SALES AGREEMENT
REAL ESTATE SALE AGREEMENT
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This Sale Agreement ("Agreement") is made as of the ,;(L day of April, 2018 between
Casey J. Johnson, P.O. Box 11, Colstrip, MT 59323 ("Seller") and the City of McHenry, an Illinois
municipal corporation ("Buyer").
RECITALS
Whereas, Buyer desires to purchase and Seller desires to sell certain real property
consisting of approximately 2 adjacent vacant lots commonly known as 4505 and 4509 Home
Avenue, McHenry, McHenry County, Illinois, identified as permanent index numbers 09-27-404-
005 and 09-27-404-006, all legally described on the attached Exhibit A (collectively, "Subject
Property"),
Now, therefore, in consideration of this covenants and agreements made herein, the
adequacy and sufficiency of which the parties agree they have received, Seller and Buyer agree as
follows:
1. Sale of Property: Seller agrees to sell to Buyer, and Buyer agrees to buy from Seller, the
Subject Property for a total purchase price of thirty five thousand two hundred dollars
$35,200.00 on the Closing Date. This purchase price shall be paid at the Closing.
2. Conditions to Closing: The obligations of Buyer ("Buyer's Conditions") to close under this
Agreement are contingent upon each of the following:
2.1 Rppresentations and Warranties: The representations and warranties of Seller contained in
this Agreement must be true now and on the Closing Date as if made on the Closing Date.
2.2 Title and Survey: Title and survey shall have been found acceptable, or been made
acceptable, in accordance with the requirements and terms herein,
23 Buyer's Termination: At any time during the Due Diligence Period defused in Section 7.1,
the Buyer has the unilateral right to terminate the Agreement, at no cost.
3. Closin : Subject to compliance by the parties hereto with their respective obligations to be
performed at or prior to the Closing and satisfaction of the respective conditions precedent to the
obligations of Buyer and Seller to consummate the transaction contemplated hereby,
consummation of the sale of the Property by Seller to Buyer under this Agreement ("Closing")
shall occur on or after May 7, 2018, but not later than June 15, 2018, as agreed between the parties
("Closing Date" or "Date of Closing"). The Closing shall take place at a location designated by
Buyer. Seller agrees to deliver possession of the Property to Buyer on the Closing Date.
3.1 Seller's Closing Documents: On the Closing Date, Seller shall execute and deliver to Buyer
the following (collectively, "Seller's Closing Documents"), all in form and content reasonably
satisfactory to Buyer:
3.1.1 Deed: Warranty Deed from Seller conveying the Subject Property to Buyer, or
Buyer's nominee, free and clear of all encumbrances, except the Permitted
Encumbrances hereafter defined.
3.1.2 FIRPTA Affidavit: A non -foreign affidavit, properly executed, containing such
information as is required by Internal Revenue Code Section 1445(b)(2) and its
regulations.
3.1.3 Affidavit of Title: A Seller's Affidavit of Title in customary form.
3.1.4 Transfer Tax: Completed declarations or statements, executed by or on behalf of
Seller, in the form prescribed by governmental authorities to be filed in connection
with the transfer tax imposed by governmental authority on transfer of title.
3.1.5 Other Documents: All other documents contemplated by this Agreement or
reasonably determined by Buyer to be necessary to transfer the Property to Buyer free
and clear of all encumbrances.
3.2 Buyer's Closing Documents: On the Closing Date, Buyer will pay to Seller the funds
representing the Purchase Price due and payable on Closing.
4. Prorations: Seller and Buyer agree that the Purchase Price reflects any prorations and other
allocations of costs regarding this Agreement and that no other credits by Seller will be given,
provided that each of the parties will pay its own attorneys' fees.
5. Title Examination: Title Examination will be conducted as follows:
5.1 Seller's Title Evidence: Buyer may, at its cost, obtain title evidence and/or a commitment for
title insurance issued by a title company of its choosing (the "Title Evidence").
5.2 Buyer's Objections: Buyer may make written objections ("Objections") to the form and/or
contents ofthe Title Evidence. Any matter shown on such Title Evidence and not objected to
by Buyer shall be a "Permitted Encumbrance" hereunder. Seller will have seven (7) days
after receipt of the Objections to cure the Objections, during which period the Closing will be
postponed, if necessary. Seller shall use his best efforts to correct any Objections. To the
extent an Objection can be satisfied by the payment of money, Buyer shall have the right to
apply a portion of the cash payable to Seller at the Closing to the satisfaction of such
Objection, and the amount so applied shall reduce the amount of the Purchase Price payable
to Seller at the Closing. If the Objections are not cured within such 7-day period, Buyer will
have the option to do any of the following:
5.2.1 Terminate this Agreement.
5.2.2 Withhold from the Purchase Price an amount which, in the reasonable judgment of
Buyer, is sufficient to assure cure of the Objections, including interest and penalties.
Any amount so withheld will be placed in escrow with Buyer's attorney, pending such
cure. If Seller does not cure such Objections within seven (7) days after such escrow
2
is established, Buyer may then cure such Objections and charge the costs against the
escrowed amount.
5.2.3 Waive the objections and proceed to close.
6. Due Diligence and Approval Period: The inspection of the Real Property will be conducted as
:Follows:
6.1 Due Diligence and Approval Period: Buyer's obligations under this Agreement are subject
to Buyer's review and approval of the Property, its suitability for Buyer's intended use and
the conditions of Closing detailed in Section 3, above. Accordingly, Buyer shall have
through the Date of Closing ("Due Diligence Period") within which to determine the
feasibility of the Property for Buyer's intended use. During the Due Diligence Period,
Buyer may at any time, in its sole and absolute discretion, determine that the Property is
not feasible for Buyer's intended use. In such event, Buyer may notify Seller in writing
that it does not intend to proceed with this Agreement by simply stating in writing that it is
terminating and voiding the Agreement ("Notice to Terminate"). Upon giving Notice to
Terminate as a result of the Property not being deemed feasible by Buyer for its intended
use on or before the end of the Due Diligence Period, this Agreement will terminate and
become null and void and be of no further force and effect, with no costs being assessed
against Buyer.
6.2 Records: Seller shall provide to Buyer and Buyer's agents within five (5) days after the
Effective Date of this Agreement without charge, originals or true copies of the following, if
in Seller's possession: title policies, real estate taxes, assessments, environmental reports, and
all existing surveys in Seller's possession affecting the Property.
6.3 Survey: Buyer may obtain a survey of the Property at its own costs and Seller shall permit
Buyer's agents to enter the Subject Property to accomplish the same.
6.4 Costs: Except as otherwise provided herein, Buyer shall pay all costs and expenses of
Buyer's investigation and testing of the Property, shall restore the Property to its condition
prior to Buyer's investigation of the Property, and shall hold Seller and the Property
harmless from all costs and liabilities to the proportional extent resulting from Buyer's
activities. Notwithstanding anything to the contrary in this Agreement, Seller's
representations under the following section 6.5 will survive Closing or termination of this
Agreement.
6.5 Representations by Seller: Seller hereby represents and warrants to Buyer, individually, as
follows:
6.5.1 Seller is the legal title owner of the Property.
6.5.2 Seller has the authority and the legal right to make, deliver and perform this
Agreement, and has taken all necessary actions and obtained all required consents
and approvals to authorize the execution, delivery and performance of this
Agreement.
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6.5.3 The execution, delivery and performance of this Agreement is not prohibited by
any requirement of law or tinder any contractual obligation of Seller, will not result
in a breach or default under any agreement to which Seller is a party or is bound,
and will not violate any restriction, court order or agreement to which Seller is
subject.
6.5A Seller has granted no leases, licenses or other rights to use and occupy the Property,
and Seller has no actual knowledge of any persons (other than Seller) in possession
or occupancy of the Property.
6.5.5 Seller has received no written notice of any pending or threatened litigation or
proceedings (including eminent domain or similar proceedings), with respect to the
use, condition, or operation of the Property.
6.5.6 Seller has no Imowledge of and has received no notice of any material violations of
laws, ordinances, regulations or claims with respect to any environmental, building,
fire, health, safety or other condition of the Property which have not been heretofore
fully disclosed. Seller makes no such representation or warranties regarding
Buyer's intended use of the Property.
6.5.7 Seller has no knowledge of the past or present presence in, on or under the Property
of any material or substance defined as a "hazardous waste" under RCRA, as a
"hazardous substance" under CERCLA, petroleum or asbestos.
6.5.8 During the period from the Execution Date to and including the Closing Date, Seller
shall not, without the prior consent of Buyer in each instance, enter into any lease,
concession agreement, encumbrance, license agreement or other agreement relating
to the Property which will survive Closing.
6.5.9 Prior to Closing, Seller will use reasonable efforts to manage the Property in
accordance with Seller's customary practices, except with respect to actions
otherwise contemplated by this Agreement. Seller will keep the Property free and
clear of all liens, claims and demands, including mechanic's liens, in connection
with work performed on the Property or any part thereof and materials provided in
connection with such work, where such work was performed or contracted for or
such materials were provided or contracted for on or before the Closing Date.
6.5.10 The Subject Property consists of approximately 2 adjacent lots of land and directly
abuts one or more public ways or streets.
6.5.11 To Seller's knowledge, the information included in all documents to be delivered
to Buyer shall be true, correct and complete in all material respects, and the same
shall not omit any material information required to make the submission thereof
fair and complete.
6.5.12 To Seller's knowledge there are no claims, causes of action or other litigation or
proceedings pending or threatened in respect to the ownership, operation or
environmental condition of the Property or any part thereof.
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6.5.13 To the best of Seller's knowledge, there is no pending, contemplated., threatened or
anticipated (i) condemnation of any part of the Property, (ii) widening, change of
grade or limitation on use of streets, roads or highways abutting the Property, (iii)
special tax or assessment or other property charge levied or to be levied against the
Property, (iv) change in the zoning classification of the Property, or (v) change in
the tax assessment of the Property.
6.5.14 To Seller's knowledge, Seller has not violated, with respect to or upon the Property,
any applicable environmental law, regulation, ordinance or order of any
government entity, including, without limitation, the comprehensive
Envirorunental Response, Compensation and Liability Act of 1980, as amended,
the Resource Conservation and Recovery Act of 1976, as amended, the Federal
Clean Water Act, as amended, the Federal Clean Air Act, as amended, and any
Federal toxic Substances Control Act, as amended, and any regulations
promulgated thereunder, or any other federal, state or local laws relating to
contamination of or adverse effects on the environment, and, to the best of Seller's
knowledge, neither the Property nor any underlying groundwater contains any
concentrations of regulated substances hazardous substances, petroleum, hazardous
materials, toxic substances, or similar substances, residues, and wastes, including,
without limitation, any asbestos (collectively "Hazardous Materials"). Seller has
not disposed of, released or spilled Hazardous Materials upon the real estate, caused
or suffered any Hazardous Materials to be deposited upon or to migrate onto the
Property. To the best of Seller's knowledge Seller represents and warrants to Buyer
that no underground storage tanks are currently, located on or underlying the
Property.
6.5.15 To the best of Seller's knowledge, all gas, electricity and telephone/cable utilities
adequate for the Seller's use of the Property are supplied directly to the Property by
facilities of the public or governmental utilities. Seller makes no representation
with respect to the zoning ofthe Property or the legality of Buyer to use the Property
for its intended use. To the extent that Buyer has discovered anything or should
have discovered anything during its due diligence for the inspection period, Seller
shall not be responsible for such matters and Buyer's only remedy shall be to cancel
the Agreement.
6.5.16 Seller has not received any notice from any insurance company, inspector or rating
bureau making requirements as a condition to the continuation of insurance on or
with respect to the Property.
7. Broker's Commission: Buyer and Seller each represent and warrant that no broker is or was
involved in this transaction. Seller and Buyer agree to indemnify and hold each other harmless
from all claims, damages, costs or expenses of or for any other such fees or commissions resulting
from their actions or agreements regarding the execution or performance of this Agreement, and
will pay all costs of defending any action or lawsuit brought to recover any such fees or
commissions incurred by the other party, including reasonable attorneys' fees.
8. Survival: All of the terms of this Agreement and warranties and representations herein contained
shall survive and be enforceable for a period of one year after the Closing.
9. Notices: Any notice required or permitted hereunder shall be in writing and shall be deemed.
properly served: (i) on the date delivered if delivered by personal delivery upon an authorized
representative of a party hereto; or (R) upon receipt or rejection by the addressee if mailed by
United States registered or certified mail, return receipt requested, postage prepaid; or (iii) on the
date sent if transmitted by facsimile with copy followed by mailed notice; or (iv) on the date
delivered if deposited cost paid with a nationally recognized, reputable overnight courier,
properly addressed as follows:
If to Buyer: City of McHenry
Attention: City Administrator
333 S. Green Street
McHenry, IL 60050
If to Seller: Casey J. Johnson
P.O. Box 11
Colstrip, MT 59323
Any party may change its address for the service of notice by giving notice of such change five
(5) days prior to the effective date of such change. Notice to the party's attorney in accordance
with this Section 9 shall be deemed adequate notice to the party.
10. Miscellaneous: The paragraph headings or captions appearing in this Agreement are for
convenience only, are not a part of this Agreement, and are not to be considered in interpreting
this Agreement. This written Agreement constitutes the complete agreement between the parties
and supersedes any prior oral or written agreements between the parties regarding the Subject
Property. This Agreement can only be modified by a writing signed by all parties. This
Agreement binds and benefits the parties and their successors and assigns. This Agreement has
been made under the laws of the State of Illinois, and such laws will control its interpretation.
11. Remedies: If there is a material default by the Buyer under the Agreement, and such default
continues for more than five (5) business days after Seller provides Buyer with written notice
of default, Seller may terminate this Agreement by giving written notice of termination to the
Buyer. If there is a material default by the Seller under the Agreement, and such default
continues for more than five (5) business days after Buyer provides Seller written notice of
default, Buyer may terminate this Agreement by giving written notice of termination to the
Seller. Buyer shall also have the option to enforce specific performance and obtain injunctive
relief against the Seller to enforce the terms of the Agreement. Seller and Buyer hereby submit
to the jurisdiction of McHenry County, Illinois and the Federal Circuit Courts of the Northern
District of Illinois, as applicable.
12. No Partnership, Third Person: It is not intended by this Agreement to, and nothing contained in
this Agreement shall, create any partnership, joint venture or other business arrangement between
Seller and Buyer. No tern or provision of this Agreement is intended to benefit any person or
entity not a party hereto (including, without limitation, any broker), and no such other person or
entity shall have any right or cause of action hereunder.
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13.1'STo waiver: No failure by Seller or Buyer to insist upon the strict performance of any
covenant, duty, agreement or condition of this Agreement, or to exercise any right or remedy
upon a breach thereof, will constitute a waiver thereof Any party hereto, by notice to the
other party, may, but wil l be under no obligation to, waive any of its rights or any conditions
to its obligations hereunder, or any duty, obligation or covenant of the other party hereto. No
waiver will affect or alter any other covenant, agreement, term or condition of this Agreement,
all of which shall continue in full force and effect.
14. Time of Performance: `rime is of the essence of -this Agreement. if the date for performance
of any obligation hereunder or the last day of any time period provided for herein shall fall on
a Saturday, Sunday or legal holiday, then said date for performance or. time period shall expire
on the next business day which is not a Saturday, Sunday or legal holiday. Except as may
otherwise be set forth herein, any perfonnance provided for herein shall be timely made and
completed if made and completed no later than 5.00 P.M. (Central Standard. 'Time) on the day
for ped"Ormance.
15. Counter -Part Signatures: This Agreement may be executed in any number of counter -parts,
each of which counter -parts, when executed and delivered, shall be deemed to be an original
and all of which counter -parts, taken together, shall constitute one in the same instrument.
Seller and Buyer have executed this Agreement effective as of the date first written alcove.
]E'ER:
City of McHenry
Wayn&.cell, Vayof
SELLERI
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Rental Housing Support Program (RHSP)
State Surcharge Exemption Declaration
Illinois law (55 ILCS 5/3-5018) requires that the Recorder collect a Rental Housing Support
Program State surcharge for the recordation of any real estate -related document unless- the entity
recording the document is any State agency, any unit of local government or any school district.
❑ By checking this box and affixing my signature below, I hereby claim that the entity recording
this document is a State agency, a unit of local government or a school district and thus claiming
to be exempt from the Rental Housing Support Program State surcharge.
Name of Stag agency, unit of local government or schQ(l district recording this document (Please Print)
Name of person presenting this declaration (Please Print)
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Signature of person presenting this declaration bate
RHSP Exemption Declaration Form 20170327-1.docx