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HomeMy WebLinkAboutResolution #3061RESOLIITION N0. 3061 A RESOLDTION APPROVING AN AGREEMENT BETWEEN THE CITY OF CANTON AND THE HCR LIMITED PARTNERSHIP I AND DIRECTING THE MAYOR AND CITY CLERg TO E%ECDTE AND DELIVER SAID AGREEMENT ON BEHALF OF THE CITY OF CANTON, ILLINOIS. WHEREAS, the City Council of the City of Canton, Illinois has reviewed the terms of the proposed agreement, a copy of which is hereto attached and made a part hereof as Exhibit "A"; and, WHERF,AS, the City Council of the City of Canton, Illinois has determined that it is desirable and in the best interest of the City of Canton to enter into said agreement. NOW, T~'ORE, BE IT RESOLVED BY THE CITY COIINCIL OF THE CITY OF CANTON, Fulton County, Illinois as follows: 1. That the agreement between the City of Canton and HCR Limited Partnership I, which is attached hereto and made apart hereof as Exhibit "A", is hereby approved. 2. That the Mayor and City Clerk are hereby authorized and directed to execute and deliver said amended agreement on behalf of the City of Canton, Illinois. 3. That the prior execution and delivery of the attached document by the Mayor and City Clerk is hereby ratified and confirmed. L,.. That this Resolution shall be in full force and effect immediately upon its passage by the City Council of the City of Canton, Illinois. County, Illinois at a regular meeting this 6~ day of August, 1991 upon a roll call vote as follows: AYES; Aldermen. May, Barnett, Bohler, Steck, Sarf~, Coay, N~11eck. NAYS: None. ABSENT: Alderman Meade. APPROVED: ~~~ ~~ onald E. Edwards, Mayor ATTEST: Nanc Whit , City Clerk. AGREEMENT THIS AGREEMENT is by and between the City of Canton, Illinois, having an office at 210 East Chestnut, Canton, Illinois 61520 (the "City"), and HCR Limited Partnership I, a Delaware limited partnership, One SeaGate, 23rd Floor, Toledo, Ohio 43604-2616 ("HCR"), by and through its sole general partner, HCR GP-1 Corporation, having the same address. W Z T N E S S E T H WHEREAS, HCR owns a nursing center known as Heartland Health Care Center - Canton, located at 2081 North Main Street, Canton, Illinois; and WHEREAS, the City is engaged in a construction project along the south border of the center, which includes the construction of a new road (the "Project"); and WHEREAS, the City is desirous of purchasing land and obtaining an easement with respect to the southwest corner of the center's property in order to facilitate the Project; and WHEREAS, the City acknowledges its understanding that HCR is undergoing a corporate restructuring wherein it is necessary to maintain a current survey and title insurance policy for the center, and that proceeding at this time will cause HCR to incur additional expenses of updating such survey/ and title insurance policy to reflect any conveyances to the City; and WHEREAS, HCR is willing to convey the property and grant the easement upon the terms and conditions set forth in this Agreement. NOW, THEREFORE, for the consideration stated herein, the receipt and sufficiency of which is hereby acknowledged, the parties hereto do agree as follows: 1. HCR hereby agrees to convey to the City certain property described in the form of deed attached hereto as Exhibit A. 2. HCR hereby agrees to grant the City a non-exclusive easement over certain property described in the form of easement attached hereto as Exhibit B. The construction work to be performed on the easement shall be only such work as is consistent with the engineer's specifications which are attached hereto as Exhibit C. 3. The City shall pay to HCR in cash the sum of $2,000.00, which shall include reimbursement for costs associated with HCR's restructuring, described above. The City shall also reimburse HCR for the reasonable and documented attorneys' fees of Fuller & Henry and Bingham, Dana & Gould incurred in connection with this transaction and any and all other costs and expenses associated with the transactions, such as transfer taxes and recording fees. 4. The City hereby agrees to indemnify HCR and its shareholders, directors, officers, agents and employees for, and hold them harmless from, any and all liability, loss expenses (including reasonable attorneys' fees), and claims for damages or injury arising from acts or omissions by the City, its contractors, subcontractors, and any employees or agents of the foregoing ("Agents") or arising from any breach of default on the part of the City or its Agents in the performance of this Agreement or the Project contemplated hereby. The City, upon notice from the party seeking indemnification under this Section, shall defend at its expense such action or proceeding. Nothing in this Agreement shall be construed to limit any indemnity, contribution, or other rights that the persons being indemnified may have under applicable law. 5. This Agreement, including the exhibits hereto, reflects the entire Agreement between the parties, and supersedes any prior Agreements or course of dealing that the parties may have had. This Agreement can only be amended, modified, or waived by an Agreement in writing signed by both parties. IN WITNE88 WHEREOF, the parties have caused their duly authorized representatives to execute this Agreement on the date above first written. City of Canton, Illinois: HCR Limited Partnership I By: HCR GP-1 Corporation, General Partner: By: By: ~ 'd~ ~/~ Title: Title: ~/ - 2 - EXHIBIT A Document No. filed for Record in Recorder's office of Fulton County, Illinois at o'clock .M. QUIT CLAIM DEED Recorder of Deeds THIS INDENTURE WITNESSETH, That the Grantor, HCR Limited Partnership I, by HCR GP-1 Corporation, its sole General Partner duly organized and existing under and by virtue of the laws of the State of Ohio and duly authorized to transact business in the State where the following described real estate is located, for and in consideration of One Dollar and other good and valuable considerations, the receipt of which is hereby acknowledged, and pursuant to authority given by the partnership, COPIVEY, QUIT CLAIM and DEDICATE to THE CITY OF CANTON, an Illinois municipal corporation, the following described real estate, to wit: Part of the Northeast Quarter of Section 15, Township 7 North, Range 4 East of the 4th P.M., in the City of Canton, Fulton County, Illinois, to-wit: Commencing at the southwest corner of sa$d Northeast Quarter; thence along the south line of said Northeast Quarter N88°-47'-01"E, 595.01 ft. to a point on the east right-of-way line of Illinois Route 78; thence along said east right-of-way line N43°-52'-13"W, 36.21 ft to a point, thence along a non-tangent curve deflecting to the right having a radius of 5,669.58 ft., an arc length of 485.14 ft., a chord bearing of N05°-58'-23"E, a chord distance of 484.99 ft. to a point, thence N08°-22'-32"E, 118.71 ft. to a found iron pin, continue thence N08°-22'-32"E, 69.27 ft. to a point, thence N81°-53'-15"W, 15.33 ft. to a point, thence N08°-14'-20"E, 170.79 ft. to a found concrete right-of-way marker, thence along a curve def lecting to the right having a radius of 3,392.75 f t., an arc length of 237.79 ft., a chord bearing of N10°-38'-04"E, a chord distance of 237.74 ft. to a point; thence N47°-39'-20"E, 24.64 ft. to a point, thence along a non-tangent curve deflecting to the right having a radius of 3,377.75 ft., an arc length of 259.87 ft., a chord bearing of N15°-14'-06"E, a chord distance of 259.81 ft. to the point of beginning; continue thence along said east right-of-way line along a curve deflecting to the right having a radius of 3,377.75 ft., an arc length of 30.00 ft., a chord bearing of N17°-41'-36"E, a chord distance of 30.00 ft. to a point; thence leaving said east right-of-way line of Illinois Route 78 S48°-04'-38"E, 41.49 ft. to a point on the north line of an existing 60 ft. right-of-way of Buckeye Street; thence with said existing north right-of-way line S88°-46'-16"W, 40.00 ft. to the point of beginning, containing 0.013 acres. Subject to any and all easements, restrictions, conditions, etc. of record, situated in the County of Fulton in the State of Illinois. IN WITNESS WHEREOF, said Grantor has caused its seal to be hereto affixed, and has caused its name to be signed to these presents by its General Partner and attested by its Secretary, this day of July, 1991. Attest: HCR Limited Partnership I, by HCR GP-1, its sole General Partner; By: STATE OF OHIO, ) SS. COUNTY OF ) I, the undersigned, a Notary Public, in and for said County, in the State aforesaid, do hereby certify that personally known to me to be the President of the sole General Partner of the Partnership which is the grantor, and personally known to me to be its Secretary and personally known to me to be the same persons whose names are subscribed to the foregoing instrument, appeared before me this day in person and severally acknowledged that as such President and Secretary, they signed and delivered said instrument as President and Secretary of the sole General Partner and caused its corporate seal to be affixed thereto, pursuant to authority of the board of directors, as their free and voluntary act, and as the free and voluntary act and deed of said partnership, for the uses and purposes therein set forth. THIS DOCUMENT PREPARED BY AND RETURN T0: JAMES H. MALMGREN City Attorney 210 E. Chestnut Street, Canton, Illinois 61520 Phone: (309) 647-0065 ~l {i~71~ ~~ ~~~ ~~~~ its ~ ~ ~ p ~~s ~ ,,~ ~~o ~s 'O PI ~ ~ ~ ~ ^ ~~+~ ~ Vg~ ' a M N `~ ~•~ ~.~~~.' ~O~ ~~ ~ ~t ~ $ ~ PROPOSED BUCKEYE 5t u Y. R ~' ~ '" "' m ~ ~ i0' R/W u ~<Oi ~ N ~~ a ~ ~ ~ ro ~ ~~ - ~n . ~ c ~ ~~~Z ~ ~ D `~ru Z ~ it ~ ~ '~ ~ ~1 ~~~~ x ~~±~, m w p m '~ ry N D ~ Z ~ ~ ~ ~b~~ ~ _ ~ D m~ g ro~R~ D ~, ~ N o ~ D O ~o ~ Z mD C ~ -i ~ n ~ ~ ~'` ~ = o ~ < S ~ O ~ ~ -C ~~ ~ ~ m N (/~ ~ m m P ~: ~~ = A ~ Z 4 y$ ti n N ? Z h ~ ~ _; ~ ~~ ~ s .~ i ~ w a, ~~~ v~ ~ ~ ~ ~~~s~~ ~~ ~ ~ ~~~ ~ ~~ ~~~, ~~~ D ~_ ~ ~" ~~ ~~ r ~ rn _ w Nrn ki ~a ~L ~ ~ n' m ~ ~i K ~'ii~ ~ ~ A ~ b ~ ~ O x ~ '1 ~ O ~ ~ ~ v - ,t , ^~~OK 11 ~~ PdGE 1 J ~ SLOPE, GRADE AAll IITILITY EASEI~IT KNOW ALL MEN BY THESE PRESENTS, that HCR Limited Partnership I, by HCR GP-1 Corporation, its sole General Partner, a corporation duly organized and existing under and by virtue of the laws of the State of Ohio, hereinafter called Grantor, in consideration of One Dollar ($1.00) and other good and valuable considerations paid by the City of Canton, Illinois, of Fulton County, Illinois, hereinafter called the Grantee, the receipt and sufficiency of which is hereby acknowledged, does hereby grant, bargain, sell, transfer, and convey to said Grantee, its successors, and assigns, a perpetual non-exclusive easement with the right to slope and grade such easement and to erect, construct, install, and lay and thereafter use, operate, inspect, repair, maintain, replace, and remove public utilities and appurtenances over,•under and across the following land owned by Grantor in Fulton County, State of Illinois, hereby releasing and waiving all right under and by virtue of the Homestead Exemption Laws of this State: Part of the Northeast Quarter of Section 15, Township 7 North, Range 4 East of the 4th P.M., in the City of Canton, Fulton County, Illinois, to-wit: Commencing at the Southwest corner of said Northeast Quarter; thence along the south line of said Northeast Quarter N88 degrees 47'-o1"E 595.01 ft. to a point on the easterly right-of-way line of Illinois Route 78; thence along said east right-of-way line N 43 degrees 52'-13"j'J 36.21 ft. to a point, thence along a curve def lecting to the right having a radius of 5,669.58 ft., an arc length of 485.14 ft., a chord bearing of N 05 degrees 58'-23"E, a chord length of 484.99 ft. to a point, thence N 08 degrees 22'-32''E 118.71 ft. to a found iron pin, continue thence N 08 degrees 22'-32"E 69.27 ft. to a point; thence N 08 degrees 07'-41"E 170.76 ft. to a point, thence along a curve deflecting to the right having a radius of 3,377.75 ft., an arc length of 546.60 ft., a chord bearing of N 13 degrees 11'-34''E a chord length of 546.07 ft. to the point of beginning, continue thence along said right-of-way line along a curve def lecting to the right having a radius of 3,377.75 ft., an arc length of 69.97 BOOK 1~ 5 ~ PAGE ~ j 7 ft., a chord bearing of N 18 degrees 32'-29"E, a chord length of 69.97 ft. to a point; thence leaving said east right-of-way line of Illinois Route 78 S 74 degrees 12'-43"E 202.41 ft. to a point; thence S 88 degrees 46'-16"E 100.00 ft. to a point; thence N 82 degrees 41'-53"E 101.12 ft. to a point; thence N 88 degrees 46'-16"E 203.00 ft. to a point; thence S 01 degrees 13'-44"E 20.00 ft. to a point on the north right-of-way line of Buckeye Street; thence with said right-of-way line S 88 degrees 46'-16"W 589.94 ft. to a point; thence N 48 degrees 04'-38"W 41.49 ft. to the point of beginning, containing 0.55 acres., reserving in the grantor the right to use the Easement (for any reason not inconsistent with the grant of this Easement.) The Grantee agrees to finish, grade and seed turfed areas disturbed during construction or maintenance of said utility to restore any pavements, walks, drives or other improvements to their original condition, and to take reasonable precautions to minimize damage to trees and shrubs during construction operations. The consideration recited herein shall constitute payment in full for all damages sustained by Grantor by reason of the installation of the structures referred to herein, and the Grantee will maintain such easement in a state of good repair and efficiency so that no unreasonable damage will result from its use to Grantors' premises. It is mutually agreed that the easement herein granted shall be subject to the following special provisions: None. This Agreement is binding on the parties hereto, their heirs, personal representatives, assigns and successors. IN WITNESS ~+IHEREOF the said Grantor has caused its corporate seal to be hereto affixed, and has caused its name to be signed to these presents by its Vice president, and ' • ,. aooK~1151 PAGE 13 S attested by its Assistant Secretary, this 18th day of July, 1991. a ~ /~ By:' o fret' G. M yers ice Presi e t Attest: .. `. ~Sp ~r C.:~Ioler ~?~1~~i^9tant 3~ecretary. ~ 1r ~I STATE OF~ OHIO ) LUCAS ) SS. COUNTY OF I, the undersigned, a Notary Public, in and for said County, in the State aforesaid, do hereby certify that Geoffrey G. Meyers personally known to me to be the Vice President of the sole General Partner of the Partnership which is the grantor, and Spencer C. Moler personally known to me to be its Assistant Secretary and personally known to me to be the same persons whose names are subscribed to the foregoing instru~hent, appeared before me this day in person and severally acknowledged that as such Vice President and Assistant Secretary, they signed and delivered said instrument as Vice President and Assistant Secretary of the sole General Partner and caused its corporate seal to be affixed thereto, pursuant to authority of the board of directors, as their free and voluntary act, and as the free and voluntary act and deed of said partnership, for the uses and purposes therein set forth. M commission pires - /- .S' ~ ~, ' , ~ ,_ , THIS DOCUMENT PREPARED BY P~ jS`~ -;•;''i~• ~ ~` "~ AND RETURN TO : ( ~ ~~~~ JAMES H . MALMGREN .': ~: ~ `~' ~ ", `~'`'z .b City Attorney . -` ' 210 E. Chestnut Street -_ Canton, Illinois 61520 ~' °i ~" ~ . `' Phone: (309) 647-0065 ~~,`-'.~ '~~• ~'~` . ~ ~.