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CITY COUNCIL 2013/07/01 Agenda
THE CITY OF LAKE FOREST CITY COUNCIL AGENDA Monday, July 1, 2013 7:30 p.m. City Hall Council Chambers CALL TO ORDER AND ROLL CALL 7:30 p.m. Honorable Donald Schoenheider, Mayor Kent Novit, Alderman First Ward Stanford Tack, Alderman Third Ward Catherine Waldeck, Alderman First Ward Jack Reisenberg, Alderman Third Ward David Moore, Alderman Second Ward Robert Palmer, Alderman Fourth Ward George Pandaleon, Alderman Second Ward Michael Adelman, Alderman Fourth Ward PLEDGE OF ALLEGIANCE REPORTS OF CITY OFFICERS 1. COMMENTS BY MAYOR 7:35 p.m. A. 2012-2013 New Board and Commission Appointments/Reappointments Gorton NAME OF MEMBER APPOINT/REAPPOINT WARD Mark Ventling, REAPPOINT Chair and representative on the Executive Board 2 Peter Cherry REAPPOINT 3 Alan Lerner REAPPOINT 2 John Looby REAPPOINT 4 Sandy Turner REAPPOINT 2 Recommended Action: Approve appointments recommended by Mayor Schoenheider 2. COMMENTS BY CITY MANAGER 7:40 p.m. 3. COMMENTS BY COUNCIL MEMBERS 7:45 p.m. 1 4. OPPORTUNITY FOR CITIZENS TO ADDRESS THE CITY COUNCIL ON NON-AGENDA ITEMS 5. ITEMS FOR OMNIBUS VOTE CONSIDERATION 7:50 p.m. 1. Approval of the June 17, 2013 regular City Council minutes. A copy of the minutes can be found on page13. 2. Approval of the Check Register For Period May 25- June 21, 2013 Fund Invoice Payroll Total General 304,133 1,061,361 1,365,494 Water & Sewer 70,128 103,908 174,036 Parks & Recreation 124,818 310,093 434,911 Capital Improvements 257,412 0 257,412 Bond Funds - Projects 880,866 0 880,866 Motor Fuel Tax 0 0 0 Cemetery 19,673 16,423 36,095 Senior Resources 22,532 19,090 41,622 Deerpath Golf Course 83,354 44,255 127,609 Fleet 108,216 32,696 140,912 Debt Funds 0 0 0 Housing Trust 0 0 0 Park & Public Land 0 0 0 All other Funds 260,874 139,978 400,852 $ 2,132,005 $ 1,727,804 $3,859,809 3. Approval of a Resolution Appointing the Delegate and Alternate Delegate to the Intergovernmental Risk Management Agency (IRMA) PRESENTED BY: ROBERT KIELY, CITY MANAGER (810-3675) PURPOSE AND ACTION REQUESTED: Staff requests approval of the resolution to appoint delegates to IRMA. BACKGROUND/DISCUSSION: Due to the retirement of Battalion Chief Scott Robertson, who was the Alternate Delegate to IRMA, it is necessary to appoint a new Alternate. We are recommending that Elizabeth Holleb, Finance Director, be appointed as the alternate. A copy of the Resolution can be found on page 18 of your Council packet. RECOMMENDED ACTION: Approval of the Resolution. 4. Approval of a Restated Gorton Operating Agreement between The City of Lake Forest and Gorton Community Center PRESENTED BY: VICTOR FILIPPINI, CITY ATTORNEY 2 PURPOSE AND ACTION REQUESTED: Staff requests approval of a Restated Gorton Operating Agreement between the City and Gorton Community Center. BACKGROUND/DISCUSSION: During your April 15, 2013 Finance Committee Meeting City Manager Robert Kiely indicated the City and Gorton are working collaboratively towards a mutually beneficial operating agreement to replace and update the original use agreement which was developed over 10 years ago as part of the building renovation project. The notable modifications include: updating the recitals, the governance language, extending the term of the agreement, clarifying use of the property financial obligations and maintenance responsibilities. Subsequently, on April 29, 2013 the Property and Public Land (PPL) Committee and Gorton Officials met to specifically address Section 10 Finances and maintenance obligations. Attached beginning on page 19 is a revised agreement with specific changes made starting on page 23 reflecting the modifications made following the April 15th Finance Committee at the direction of the PPL Committee. RECOMMENDED ACTION: Approval of a Restated Operating Agreement with Gorton Community Center. 5. Award of Lake Forest portion of the 2013 Joint Concrete Sidewalk and Curb Replacement Program contract. PRESENTED BY: ROBERT W. ELLS, SUPERINTENDENT OF ENGINEERING (810-3555) PURPOSE AND ACTION REQUESTED: A recommendation from the Public Works Committee report and Staff recommends awarding the Lake Forest portion of the 2013 Joint Concrete Sidewalk and Curb Replacement Program contract to Mondi Construction BACKGROUND/DISCUSSION: The Sidewalk Replacement program is an annual program that replaces defective sections of sidewalk and curb and gutter. With this program the City is able to replace sidewalk that are deemed hazardous or with significant flaws. In addition, the Engineering Section undertakes a City-wide survey every 5 years to evaluate the condition of approximately 85 miles of City sidewalks. Based on the request for replacement of concrete sidewalk and curb, coming from residents, businesses, and City staff evaluation, the Engineering staff on an annual basis prioritizes the locations for replacement based on the severity of their condition. City Staff have previously briefed the Council on Municipal Partnership Initiative (MPI), a program that takes advantage of economies of scale, for securing low bid prices, among neighboring municipalities who bid similar projects each year. This year, City joined forces with Highland Park and Lincolnshire for the 2013 Joint Concrete Streets Repair and Sidewalk Replacement Program. For this year’s program, Highland Park is the lead agency. BUDGET/FISCAL IMPACT: Bids for the 2013 Joint Concrete Sidewalk and Curb Replacement Program contract were received and opened on June 6, 2013. A total of five (5) firms bid the project. A summary of the bids received are as follows: 3 The following is a summary of the bids received: BIDDER TOTAL MPI BID Mondi Construction $102,260.02 Schroeder & Schroeder, Inc. $121,097.50 D’Land Construction $139,155.40 ALamp Concrete $150,475.00 Alliance Contractors $158,021.75 The breakdown of the lowest responsible bidder, Mondi Construction, original joint bid specific to Lake Forest bid items is noted below: BIDDER LAKE FOREST BID Mondi Construction $35,150.02 Engineer’s Estimate $39,960.00 All three (3) communities are recommending award of their portion of the contract to Mondi Construction at their respective Council/Board meetings in the next few weeks. Mondi Construction has not worked in Lake Forest but has experience working in sidewalk and curb & gutter removal and replacement projects and references were checked with favorable comments returned. If awarded, work on this project is expected to begin in late July and be substantially completed by the end of October. Upon award of the contract, all three (3) municipalities will meet with the contractor to get a tentative schedule for each community. The property owners near the vicinity of the construction work for Lake Forest portion of the joint contract program will be notified in advance of the start of construction. Each municipality will be responsible for inspecting their own Concrete Curb and Sidewalk Replacement program. City Engineering staff will provide oversight through daily inspections for Lake Forest portion of the contract. Below is an estimated summary of Project budget: FY2014 Funding Source Amount Budgeted Amount Requested Budgeted? Y/N Capital Fund $50,000.00 $40,000.00 Y RECOMMENDED ACTION: Staff recommends awarding the Lake Forest share of the 2013 Joint Concrete Sidewalk and Curb Replacement Program contract to Mondi Construction for a not-to-exceed amount of $40,000.00. 4 6. Approval of FY14 Contract for Annual Tree and Stump Removals Staff Contact: Peter Gordon City Forester (810-3563) PURPOSE AND ACTION REQUESTED: Staff is seeking approval to enter into a one year contract with Landscape Concepts Management as well as with Nel’s Johnson Tree Experts and Kinnucan Tree Experts to provide tree and stump removal for trees on City streets, City-owned properties, and unimproved easements. Staff is recommending the approval of all three venders due to the sheer volume of trees and the need to remove many of the infested ash trees in a timely manner. It is the City’s intention to have Landscape Concepts Management the (low bidder) perform most of the tree and stump removals while having the approval from Council to call upon Nel’s Johnson Tree Experts (second low bidder) and Kinnucan Tree Experts (third Lowest bidder) as back up contractors in the event Landscape Concepts Management is unable to keep up with the proposed removals. Prices came in considerably lower than projected based on the EAB management plan developed in conjunction with The Davey Tree Company. Initial indications based market pricing at approximately double of what was received through The City’s bidding process. With your approval we would like to increase the amount of trees removed from 2,400 inches to 4,800 inches in order help expedite the removal of infested ash trees while still meeting our budget of $150,000 as approved by City Council BACKGROUND/DISCUSSION: Discovered in Lake Forest in 2009 Emerald Ash Borer (EAB) has put every ash tree within the community at risk of infestation. When ash trees become infested they become unhealthy and/or pose a threat to the public health or safety or public properties. The genus Fraxinus (ash) comprises 19.05% (4,461 trees) of the total inventoried street tree population (23,420 street trees). In addition, approximately 1,900 ash trees have been identified within City facilities, parks and unimproved easements that pose a potential threat to public health or safety or public properties as well. Recent surveys have determined that approximately 600 infested ash trees will need to be removed contractually this year with an additional 350 trees projected to be removed by The City’s Forestry section. BUDGET/FISCAL IMPACT: Funding for the annual tree and stump removal contract is budgeted in the Forestry Fund 311, Capital Projects. The results of the bid process confirmed that outsourcing of tree and stump removals will be cost efficient as well as aide in the timely removal of infested and hazardous trees. Staff received four (4) bids for the tree and stump removals detailed below. FY14 Tree Removal and Stumping Bid Data Overview: Trees 6”-15.9” Trees 16”- 29.9” Trees over 30” TOTALS Landscape Concepts Management $31,800 $29,600 $16,984 $78,384 Nel’s Johnson Tree Experts $36,000 $40,000 $24,000 $100,000 Kinnucan $43,200 $35,200 $22,400 $100,800 5 Tree’s R Us $47,112 $53,808 $38,904 $139,824 Landscape Concepts Management was the low bidder and has experience working in Lake Forest and has satisfactorily performed other projects for The City in recent years. Nel’s Johnson Tree experts and Kinnucan Tree Experts have also worked for The City and have met all of their contractual obligations in the past. Summary of Project Budget: FY ’14 Funding Source Amount Budgeted Amount Requested Budgeted? Y/N Forestry Capital Fund 311 $ 150,000 $ 100,000 Y The bid results were reviewed at the Property and Public Lands Committee meeting on June 17, 2013. Also, at the June 18, 2013, Parks and Recreation Board meeting, the board unanimously approved the award of a one year contract to Landscape Concepts Management, Nel’s Johnson Tree Experts and Kinnucan Tree Experts. RECOMMENDED ACTION: If appropriate and should the City Council desire, staff recommends that the City Council approve a one year contract to Landscape Concepts Management, Nel’s Johnson Tree Experts and Kinnucan Tree Experts in the total amount of $100,000 for FY14 tree and stump removal of trees on City streets, City- owned properties and unimproved easements 7. Approval of an Agreement with Northern Illinois University for the Placement of an Intern STAFF CONTACT: Carina Walters, Assistant City Manager (810-3680) PURPOSE AND ACTION REQUESTED: Staff recommends approval of an Agreement with Northern Illinois University (NIU) for placement of an intern from August 2013 through May 2015. BACKGROUND/DISCUSSION: The City has traditionally supported the relationship with surrounding Colleges and Universities for intern placement opportunities. A goal of the City is to provide young professionals interested in public service the opportunities to receive training within various departments and empowering them to attain the necessary skill set to be competitive within the employee market. In 2011, the City hired an intern as a temporary employee through the NIU Master of Public Administration Division. As a temporary employee the City would have to pay into Social Security and other potential benefits for the student depending on the total number of hours worked. NIU’s Graduate program has traditionally operated by providing students tuition waivers for a 20 hour a week internship placement during their two year masters program. This spring, the tuition waiver for interns was abruptly eliminated by the University in the face 6 of the State of Illinois budget reductions. In order to allow tuition waivers, the Division of Public Administration created a Graduate Assistantships for all of their intern students by entering into contractual agreements with internship sites. The benefits of entering into this type of Agreement with NIU would alleviate the City from paying into Social Security and providing any other City benefits. The student will have insurance through NIU. Another benefit is the City can terminate the contract in 30 days if the intern’s performance is not in line with City’s expectations. BUDGET/FISCAL IMPACT: In the FY 14 budget the City Council approved $23, 223 in temporary salaries. As this agreement extends over 21 months (August 2013 through May 2015) the $31,937.50 is spread over two fiscal years; therefore, keeping the City under budget for FY 14. FY2013 Funding Source Amount Budgeted Amount Requested Budgeted? Y/N 101-1202-413-3510 $23,223 $31,937.50 Y RECOMMENDED ACTION: Staff recommends Approval of an Agreement with Northern Illinois University for the Placement of an intern in the amount of $31,937.50. 8. Request Approval of the Agreement to Proceed with the Forest Park Board Corporation and Waive the Bidding Process for Site Improvements at Forest Park. PRESENTED BY: MICHAEL THOMAS, DIRECTOR OF PUBLIC WORKS (810-3540) PURPOSE AND ACTION REQUESTED: Staff is requesting City Council approve the execution of the “Agreement to Proceed” under the Agreement between the Forest Park Project Corporation (FPPC hereafter) and The City of Lake Forest, dated March 8, 2012. In addition, staff requests that the bidding process be waived and City Council authorize $800,000 to the FPPC to complete Forest Park Site Improvements on the City’s behalf. Approval from the City Council to proceed with the Demonstration Project will be sought in January or February 2014 with the goal of completing such work by June, 2014. The Demonstration Project includes new hardscape items throughout the park (e.g. benches, light bollards, garbage receptacles, etc.) and the planting of numerous trees, bushes and other plants. BACKGROUND/DISCUSSION: The scope of the Site Improvement Project includes the reconstruction and relocation of the Ring Road, the reconstruction of a re-designed South Parking Lot, a new storm sewer system, and a new electrical infrastructure for street and pathway lighting. The City budgeted $800,000 for these improvements via its F.Y. ’14 Capital Improvement Budget. Although a majority of the cost for these improvements will be covered by this amount, several enhancements to the Ring Road and the South Parking Lot will be paid for by FPPC. Most notable, these enhancements include granite curbing in sections of the Ring Road and South Parking Lot and the reinforcement of a section of the lawn adjacent to the Ring Road to be used for occasional parking, 7 BUDGET/FISCAL IMPACT: In February 2012, three firms submitted sealed bids to the City for the Site Improvement Project. Glenbrook Excavating and Concrete, Woodstock, IL submitted the lowest bid. Glenbrook has worked extensively in the area and has performed work without issue for the City in the past. In the ensuing months, negotiations and changes in scope and design were extensively discussed between Glenbrook Excavating, City staff, FPPC representatives, Bleck Engineering, and Stephen Stimson Associates (the landscape architect for the project). Staff has approved the final plan set and upon execution of the “Agreement to Proceed”, FPPC intends to execute a contract with Glenbrook Excavating. Construction is scheduled to start on September 3, the day after Labor Day. Work will proceed until all activities are complete, or until the weather forces the stoppage of work for the season. Barring a wet fall or an early winter, staff anticipates that the Site Improvement Project will be completed this fall. FPPC has engaged Build Corps, Lincolnshire, IL, as its Owner’s Representative for the Site Improvement Project. Build Corps’ representative and Lake Forest resident Augie Ziccarelli, will oversee the construction and submit all pay requests with appropriate waivers to the City for payment. The City’s engineering staff will inspect all aspects of the site improvements as it typically does with all infrastructure projects. Work at the park will cease during the winter months and the Demonstration Project is planned to begin as weather permits in the spring, 2014. If needed, any remaining site improvement work from the fall will also be completed at that time. In support of this request, attached starting on page 90 are the following documents: 1. “Agreement to Proceed” from the March 8, 2012 Agreement between the Forest Park Project Corporation and The City of Lake Forest. 2. A project schedule covering both the Site Improvement Project (fall) and the Demonstration Project (spring). 3. A summary budget for the Site Improvement Project (Confirmation of a Letter of Credit will be received by FPPC on June 27, 2013 and will be forward to City Council under separate cover). 4. A draft Certificate of Insurance from Glenbrook’s insurance broker stating The City of Lake Forest as additional insured. The final version will also name FPPC and Build Corps. 5. An overview of FPPC’s fund raising activities, future plans, and results to date. 6. The policy regarding past donors of benches and trees to the park. FY2014 Funding Source Account Number Account Budget Amount Requested Budgeted? Y/N Capital Improvement Fund 311-0050-417-76-88 $800,000 $800,000 Y RECOMMENDED ACTION: Approve the execution of the “Agreement to Proceed” under the Agreement between the Forest Park Project Corporation and The City of Lake Forest, dated March 8, 2012. In addition, waive the bidding process and authorize $800,000 to 8 the Forest Park Project Corporation to complete the Forest Park Site Improvements on the City’s behalf. RECOMMENDED ACTION: Approve the eight (8) Omnibus items as presented. 6. ORDINANCES 8:05 p.m. 1. Consideration of the Annual Appropriation Ordinance for FY2014 and Approval of Rollovers (First Reading) PRESENTED BY: ELIZABETH HOLLEB, FINANCE DIRECTOR (810-3612) PURPOSE AND ACTION REQUESTED: Staff requests approving the first reading of the ordinance and the rollovers. BACKGROUND/DISCUSSION: While the annual municipal budget represents the City’s financial “plan” for expenditures over the course of the fiscal year, the annual Appropriation Ordinance is the formal legal mechanism by which the City Council authorizes the actual expenditures of funds budgeted in the annual budget. It appropriates specific sums of money by object and purpose of expenditures. State statutes require the passage of an Appropriation Ordinance which must be filed with the County Clerk by the end of July. The Appropriation Ordinance includes the Library, which was not included in the budget approved at the May 6, 2013 City Council meeting. The Library expenses are approved by the Library Board. The Debt Service payments were included in the budget approved at the May 6, 2013 City Council meeting, but are excluded from the Appropriation Ordinance. The ordinances approving the debt issues authorize these annual expenditures. The Appropriation Ordinance provides for a 10% “contingency” in the expenditures in an amount above those actually budgeted. Each separate fund includes an item labeled “contingency” with an appropriate sum equivalent up to 10% of the total funds budgeted. This practice has been followed for the past thirty years and has worked very efficiently, while still providing for complete City Council control over budgeted expenditures. Importantly, the City Council and City staff follows the adopted budget as its spending guideline, not the Appropriation Ordinance. Without the contingency, the City Council would have to pass further modifications to the Appropriation Ordinance to cover any unforeseen expenditures exceeding the budget. In addition, in order to provide more accurate and efficient accounting and budgeting of City funds, an annual rollover of funds is required. This eliminates both under and over budgeting of funds in the new fiscal year and is a widely used standard practice for most municipal governments. The items on the attached rollover list consist of projects that were appropriated in FY2013 and will not be completed until FY2014. 9 School District 67 does not recognize the Appropriation Ordinance in their budgeting or auditing standards. However, due to the fact they are a special charter district, their budget must be included in our Appropriation Ordinance. School District 67 numbers are estimates and are subject to changes. Summary of the Amounts Appropriated from the Several Funds The City of Lake Forest Fund Rollover Budget Total Appropriation General $ 126,890 $ 31,202,554 $ 31,329,444 $ 34,462,388 Park and Public Land 19,805 305,000 324,805 357,286 Motor Fuel Tax 0 100,000 100,000 110,000 Emergency Telephone 0 273,020 273,020 300,322 Elawa Farm – Operating 0 68,457 68,457 75,303 Senior Resources Commission 0 575,512 575,512 633,063 Parks and Recreation 39,212 8,535,056 8,574,268 9,431,695 Special Recreation 0 409,354 409,354 450,289 Cemetery Commission 6,072 919,664 925,736 1,018,310 Public Library 0 3,948,325 3,948,325 4,343,158 Foreign Fire Insurance 0 105,000 105,000 115,500 Drug Asset Forfeiture 0 9,000 9,000 9,900 Alcohol Asset Forfeiture 0 30,000 30,000 33,000 Housing Trust 0 275,000 275,000 302,500 Capital Improvements 327,533 11,621,702 11,949,235 13,144,159 Rt. 60 Bridge 0 1,028,049 1,028,049 1,130,854 Rt. 60 Intersection 0 550,322 550,322 605,354 Rt. 60 Fitzmorris 0 20,359 20,359 22,395 Water and Sewer 32,044 7,945,760 7,977,804 8,775,584 Water and Sewer Capital Fund 47,499 1,825,500 1,872,999 2,060,299 Deerpath Golf Course 0 1,473,033 1,473,033 1,620,336 Fleet 0 1,879,570 1,879,570 2,067,527 Liability Insurance 0 1,089,305 1,089,305 1,198,236 Self Insurance 0 4,815,500 4,815,500 5,297,050 Firefighters’ Pension 0 1,640,000 1,640,000 1,804,000 Police Pension 0 2,075,000 2,075,000 2,282,500 Sub-total $ 599,055 $ 82,720,042 $ 83,319,097 $ 91,651,008 School District 67 (not available until second reading) Educational n/a $ 0 $ 0 $ 0 Operations, Building and Maintenance n/a 0 0 0 Transportation n/a 0 0 0 IMRF/Social Security n/a 0 0 0 Capital Projects n/a 0 0 0 10 Sub-total $ 0 0 0 Grand Total $ 82,720,042 $ 83,319,097 $ 91,651,008 RECOMMENDED ACTION: Approval of the first reading of the ordinance and the rollovers. A copy of the ordinance is available for review by the public in the City Clerk’s office. A public hearing will be conducted on July 15, 2013 in conjunction with second reading of the ordinance. A Copy of the proposed Ordinance can be found on page 99 of your packet. 7. NEW BUSINESS 8:15 p.m. 1. Consideration of an Ordinance Regarding Regulation on Assault Weapons PRESENTED BY: VICTOR FILIPPINI, CITY ATTORNEY PURPOSE AND ACTION REQUESTED: City Council discussion and consideration of an ordinance on the matter of whether to exercise the City’s home rule authority and adopt regulations pertaining to assault weapons in the City of Lake Forest. BACKGROUND / DISCUSSION: On May 31, 2013 the Illinois General Assembly approved House Bill 183 which creates a new Firearms Concealed Carry Act. The Bill would preempt the City’s home rule powers in the regulation of firearms but it provides a window (ten days from passage of bill) for home rule communities to enact regulations relating to assault weapons. Such consideration might range anywhere from doing nothing to banning assault weapons within the community. In order to help frame the discussion at tonight’s meeting, staff drafted an ordinance which provides the City Council with options including storage of assault weapons, registration of assault weapons, and an alternative -ban of assault weapons. The ordinance recognizes an individual’s right to keep and bear arms and seeks to establish greater public awareness and education on gun safety. The concept of registering assault weapons within the community would be valuable to first-responders as they respond to calls for service in potentially volatile situations (domestic violence). An important consideration in tonight’s discussion is the preservation of the City’s home rule authority. One of the critical reasons the City adopted home rule status by referendum was the ability to implement rules and regulations that best meet the needs of our community and resident interest. In order to preserve the community’s ability to ever re-address the issue in the future, the Council would need to adopt an ordinance with some level of consideration. BUDGET / FISCAL IMPACTS: As part of the public education and awareness program there may be some eventual incidental expenses not unlike costs associated with the Citizens Police Academy. Police Officers along with some interested local residents and advice from national gun associations will create a learning environment to promote gun safety 11 for our residents. Any substantial requirement of funding will require City Council consideration. RECOMMENDED ACTION: If appropriate and desired by the City Council, adopt first reading of an ordinance which regulates assault weapons within the City. 8. ADDITIONAL ITEMS FOR COUNCIL DISCUSSION 9:15 p.m. 9. ADJOURNMENT 9:15 p.m. Office of the City Manager June 28, 2013 The City of Lake Forest is subject to the requirements of the Americans with Disabilities Act of 1990. Individuals with disabilities who plan to attend this meeting and who require certain accommodations in order to allow them to observe and/or participate in this meeting, or who have questions regarding the accessibility of the meeting or the facilities, are required to contact City Manager Robert R. Kiely, Jr., at (847) 234-2600 promptly to allow the City to make reasonable accommodations for those persons. 12 The City of Lake Forest CITY COUNCIL Proceedings of the June 17, 2013 Regular Meeting 7:00 p.m. – City Hall Council Chambers CALL TO ORDER AND ROLL CALL: Mayor Schoenheider called the meeting to order at 7:00p.m. Deputy City Clerk Margaret Boyer called the roll of Council members. Present: Honorable Mayor Schoenheider, Alderman Novit, Alderman Waldeck, Alderman Pandaleon, Alderman Palmer, Alderman Adelman. Absent: Alderman Moore, Alderman Tack, and Alderman Reisenberg. There were approximately 25+ present in the audience. At 7:02 pm Alderman Pandaleon made a motion to enter Executive Session for the purpose of reviewing Executive Session Minutes. Seconded by Alderman Novit, Roll Vote was taken as follows: Alderman Novit, Alderman Waldeck, Alderman Pandaleon, Alderman Palmer, and Alderman Adelman. Recess was taken by City Council at 7:25p.m. At 7:30 pm Open Session reconvened. PLEDGE OF ALLEGIANCE: The Pledge of Allegiance was recited by all in attendance. Comments by Mayor Mayor Schoenheider addressed the audience in regards to the removed item “Discussion of Ban on Assault Weapons” under New Business of the June 17 agenda. He stated that this topic has a great deal of importance to everyone in the community along with a great deal of passion for everyone involved. It was learned late Sunday evening that three of the eight Council members would not be able to attend due to personal issues. Given the importance of the topic and given that City Council wanted as many members present for the discussion as possible, the item has been removed and scheduled on the July 1 agenda. At the next Council meeting, input, opinions and ideas from residents and the community are welcome; however the discussion time will be limited. A. Mayor Schoenheider read the Resolution of Appreciation for Lloyd Stout for 7 years of service. Alderman Palmer made a motion, seconded by Alderman Novit, to approve the Resolution as presented. Motion carried unanimously by voice vote. B. Mayor Schoenheider read and presented the Resolution of Appreciation to Scott Robertson for 26 years of service. Scott Robertson thanked the Council for being able to continue a family tradition, as someone in his family has been employed by The City of Lake Forest for the last 200 years. Alderman Palmer made a motion, seconded by Alderman Novit, to approve the Resolution as presented. Motion carried unanimously by voice vote. 13 C. Mayor Schoenheider read the Proclamation in Support of Lake Forest Day to occur on August 6 and 7, 2013. Alderman Palmer made a motion, seconded by Alderman Novit, to approve the Proclamation as presented. Motion carried unanimously by voice vote. D. Mayor Schoenheider introduced a presentation by Cool Cities Environmental Leadership - Jack Darin (Director of Sierra Club's IL Chapter), Lonnie Morris (IL Cool Cities Chair the Collaborative for Environmental Leadership), and Curt Volkman, Chairman of The Parks & Recreation Board and Chairman of the newly-formed Environmental Leadership Collaborative. Curt thanked the Mayor and introduced Jack Darin and Lonnie Morris. Curt Volkman gave background information on the US Conference of Mayors Climate Protection Agreement signed in 2007 by Mayor Rummel. The original goals included – reducing greenhouse gas emissions 7% below 1990 levels by 2012 and choosing 100% renewable electricity; helping Lake Forest maintain its status as a Cool City. Curt went on to explain the Cool Cities 2015 Sustainability Agreement: Reducing GHG emissions 2% per year below 2009 levels (6% total), Encouraging energy efficiency and renewable energy, Promoting recycling and composting, Encouraging local food production, Promoting environmentally friendly transportation options (biking) and Educating residents. Jack Darin went on to explain that “The Collaborative will help educate and coordinate environmental action and promote sustainable practices within the community. The role of the Collaborative is to assist the community in identifying issues and new programs that encourage environmental thinking and action to protect Lake Forest’s unique natural heritage, enhance its residents’ quality of life, improve the value of the community and expand resident pride in their community and conservation ethic. The Collaborative will work closely with the City’s key institutions to define conservation and environmental goals, identify and enact policies and programs that positively influence behavior, promote citizen involvement and awareness, and protect and restore the community’s unique natural heritage.” Mayor Schoenheider and the Council thanked the Collaborative for their good work. E. Mayor Schoenheider made the following 2012-2013 New Board and Commission Appointments/Reappointments. CROYA NAME OF MEMBER APPOINT/REAPPOINT WARD Louis Pickus REAPPOINT 4 BUILDING REVIEW BOARD NAME OF MEMBER APPOINT/REAPPOINT WARD 14 Fred Moyer APPOINT 1 Alderman Novit made a motion, seconded by Alderman Palmer to approve appointments recommended by Mayor Schoenheider. Motion carried unanimously by voice vote. Comments by City Manager A. City Manager Bob Kiely called upon Assistant City Manager Carina Walters, who thanked and introduced Dr. Linda Remensnyder who generously donated a Hearing Loop for the City Council Chamber. Dr. Remensnyder explained what a hearing loop is and how it works; it is a magnetic wire placed around the room either at the floor or the ceiling and it links people with hearing loss directly into microphones in the room when they press the T-Coil button on their hearing aid. She went on to explain there are additional locations in Lake Forest that also have it, including the First Presbyterian Church and Dickinson Hall; other places are the Chambers at the IL House and the Senate. She thanked The City of Lake Forest for being a leader in providing access to the number one disability that needs to be addressed. B. Presentation of Departmental Award to Lake Forest Police Department Member Ofc. Robert Heelan. Chief of Police Jim Held reported to Council that on April 8, 2013, Officer Robert Heelan responded to a request in Bannockburn, IL to assist Deerfield PD with a vehicular pursuit involving three subjects wanted for armed robbery. Immediately after arriving on scene, Officer Heelan and an officer from Bannockburn PD took one of the suspects into custody. Officer Heelan proceeded to search the surrounding area for the additional suspects. Officer Heelan took the initiative to enter a local hotel where he located a subject in the lobby that matched the description of one of the armed offenders. Officer Heelan immediately drew his department-issued firearm, verbally directed the suspect to the ground and maintained control over the suspect until additional units arrived. Officer Heelan then secured the second suspect in handcuffs, handed him over to Deerfield PD detectives and continued to assist Deerfield PD with an extensive search of the surrounding area for the third suspect. Chief Held commented that Officer Heelan displayed exceptional courage and professionalism in the performance of his duties. Due to Officer Heelan’s prompt response and his initiative in the enforcement of his duties in a rapidly evolving, dynamic, critical incident, two of the armed suspects were taken into custody. These actions reflect great credit upon himself and the Lake Forest Police Department. Officer Heelan was then presented with a plaque. C. Approval of Metropolitan Alliance of Police (MAP) Collective Bargaining Agreement between the City and the Lake Forest Police Officers. DeSha Kalmar, Director of Human Resources, stated that for the renewal contract, the City and the Local Union once again negotiated a successor contract by not utilizing attorneys for the negotiating process and came to tentative agreement in May. 15 The union ratified the tentative contract on May 31, and it is now before the City Council for ratification. The duration of the contract is four years, from May 1, 2013, through April 30, 2017. It includes retroactive pay increases effective May 1, 2013. Alderman Pandaleon made a motion to approve the Metropolitan Alliance of Police (MAP) Collective Bargaining Agreement between the City and the Lake Forest Police Officers, seconded by Alderman Novit. The following voted “Yea”: Aldermen Novit, Waldeck, Pandaleon, Palmer and Adelman. The following voted “Nay”: None. 5 Yeas, 0 Nays, motion carried. D. Robert Kiely, City Manager remarked that the presentation for the new website launch on June 17 was made at the Finance Committee Meeting. He recognized Communication Manager Susan Banks, for all the effort and hard work that went into developing and launching the site. He also encouraged residents to visit the new site and that anyone who uses the site can see that it speaks clearly to the goals identified in the project. Comments by Council Members Alderman Novit reminded residents of the First Ward meeting on Thursday evening, 7pm at Gorton. The Topic is The Future of Refuse and Recycling. OPPORTUNITY FOR CITIZENS TO ADDRESS THE CITY COUNCIL ON NON-AGENDA ITEMS Patrick Lupton of 1454 Willow Street addressed Council regarding the High School and the decision to add additional lanes to the current track at East Campus as well as a retention pond. He is asking that Community Leaders get involved. ITEMS FOR OMNIBUS VOTE CONSIDERATION 1. Approval of the June 3, 2013 regular City Council minutes. 2. Approval of the February 19, 2013 and April 15, 2013 City Council Executive Session Minutes and direction to keep such minutes confidential. 3. Consideration and Approval of the Prevailing Wages Resolution 4. Approval of the Department of Homeland Security (DHS) American Firefighter Grant (AFG) Award Package for new Cardiac Monitor/Defibrillators for our Ambulances FY2014 (Revised) 5. Consideration of Ordinances Approving Recommendations from the Building Review Board. (First Reading and if desired by the City Council, Final Approval) 6. Consideration of Ordinances Approving Recommendations from the Zoning Board of Appeals. (First Reading and if Desired by the City Council, Final Approval) 7. Consideration of an Ordinance Approving a Recommendation from the Historic Preservation Commission. (First Reading and if Desired by the City Council, Final Approval) 16 Mayor Schoenheider asked Council if they would like any item removed or be taken separately, and seeing none, asked for a motion to approve the Omnibus items as presented. Alderman Pandaleon made a motion to approve the Omnibus items as presented, seconded by Alderman Palmer. The following voted “Yea”: Aldermen Novit, Waldeck, Pandaleon, Palmer and Adelman. The following voted “Nay”: None. 5 Yeas, 0 Nays, motion carried. Information such as Purpose and Action Requested, Background/Discussion, Budget/Fiscal Impact, Recommended Action and a Staff Contact as it relates to the Omnibus items can be found on the agenda. ORDINANCES None NEW BUSINESS Discussion Regarding Ban on Assault Weapons: this discussion was moved to the July 1 meeting. In answer to an Alderman’s question; City Attorney Vic Filippini said that the City can do the following: do nothing or add regulations from modest to a full Ban. Home Rule communities have the opportunity to exercise their rights within 10 days of the governor signing. If City Council chooses not to do anything, then they are preempted from taking any action in the future. If they choose to take action, the City Council will preserve, what, they will do. He emphasized that the key provision is to maintain a prerogative in amending in the future. ADDITIONAL ITEMS FOR COUNCIL DISCUSSION None ADJOURNMENT There being no further business. Alderman Palmer made a motion to adjourn, seconded by Alderman Adelman. Motion carried unanimously by voice vote at 8:20pm Respectfully Submitted, Margaret Boyer Deputy City Clerk 17 RESOLUTION 2013-______ TO APPOINT AN AUTHORIZED REPRESENTATIVE AN ALTERNATIVE TO THE INTERGOVERNMENTAL RISK MANAGEMENT AGENCY WHEREAS, The City of Lake Forest participates in the Intergovernmental Risk Management Agency; and WHEREAS, it is necessary for each member to appoint a representative and alternative to serve on the Agency’s Board of Directors; and NOW, THEREFORE, BE IT RESOLVED by the Mayor and City Council of The City of Lake Forest, Lake County, Illinois, that Robert R. Kiely, Jr., City Manager, and Elizabeth Holleb, Finance Director, be appointed authorized representative and alternative, and be delegated the powers and duties as specified in the Intergovernmental Agreement of the Risk Management Agency. Adopted by the City Council of The City of Lake Forest on , on motion of Alderman , seconded by Alderman , and carried unanimously. ______________________________________ Deputy City Clerk 18 RESTATED AGREEMENT RELATING TO THE GORTON PROPERTY THIS AGREEMENT is made as of the _______ day of _________, 2013 (the "Effective Date"), by, between, and among THE CITY OF LAKE FOREST, an Illinois municipal corporation (the "City"), and the GORTON COMMUNITY CENTER, an Illinois not-for-profit corporation (the "GCC"); W I T N E S SE T H: WHEREAS, the City is the owner of certain real property at the site of the former Gorton School located at 400 East Illinois Road in Lake Forest, Illinois, and legally described in Exhibit A to this Agreement (the "Property"); and WHEREAS, the Property is improved with a building (the “Building”) and since approximately 1972, the Building and Property has been operated as a community center for the purposes of promoting activities of public interest and bringing together organizations for the benefit and enjoyment of the entire Lake Forest community (the "Community Center"); and WHEREAS, the GCC is a not-for-profit entity financially independent from the City and has an independently appointed Board of Directors; and WHEREAS, the GCC, including its predecessor and related entities, has used various portions, and operated aspects of, the Community Center and Property for over forty years; and WHEREAS, during this time, the Community Center's activities and services have expanded, and the GCC now makes certain facilities of the Property available to organizations benefiting the Lake Forest and Lake Bluff communities and beyond for meetings, programs, and activities in order to enhance cultural, social, recreational, civic, and educational opportunities for the residents of Lake Forest and Lake Bluff and others; and WHEREAS, the GCC has also made the Property available to various other community service organizations, thereby offering the Lake Forest and Lake Bluff communities a true center for accessing many of the organizations and services that enhance the lives of the residents of Lake Forest and Lake Bluff; and WHEREAS, the City recognizes that in GCC's use and operation of the Community Center, GCC has performed, or facilitated other organizations in performing, various services that might otherwise be undertaken directly by the City, including without limitation, cultural and recreational programs, for all ages, and certain social service programs, including day care services provided through the Gorton Children's Drop-In Center (the "Drop-In Center"), which is a part-time day care facility licensed by the State of Illinois; and WHEREAS, the continued operation of the Drop-In Center as part of the Community Center is one of many important considerations in the City's execution of this Agreement; and 19 WHEREAS, the GCC has historically employed, and currently employs, both full-time and part-time staff for purposes of overseeing the operations of the Community Center and the Property (including the Drop-In Center), as well as for the purposes of providing direct services to the community; and WHEREAS, the Community Center has been financed through GCC's, and through related entities', fundraising efforts as well as the proceeds from user fees from the Community Center's programs and income from other organizations and individuals using the Property; and WHEREAS, in addition to its programming and service activities, the GCC has assumed stewardship of the historically significant building, as more fully described herein, and certain facilities on the Property to ensure that such elements of the Property are well maintained and preserved for the benefit of the community; and WHEREAS, the City and GCC have determined that certain administrative efficiencies for the Community Center can be achieved through mutual cooperation; and WHEREAS, in recognition of the evolving role and activities of the Community Center as well as the importance of the Community Center to the City, its residents, and to the broader community in the Lake Forest-Lake Bluff area, GCC and the City desire to fully define their respective roles and responsibilities to each other and with respect to the Property, including the terms and conditions for the development, use, operation, and management of the Property; NOW, THEREFORE, in consideration of the foregoing recitals and the mutual covenants and agreements set forth below and other good and valuable consideration, the sufficiency of which the parties hereto acknowledge, the parties hereby agree as follows: Section 1. Recitals. The foregoing recitals are material to this Agreement and are incorporated herein as if fully set forth in this Section 1. Section 2. Prior Agreements Superseded. This Agreement supersedes and replaces all prior agreements between the City and the GCC, or its predecessor or related entities, including without limitation the following: (i) Operating Agreement for the Property, dated December 30, 2003, (ii) Agreement Relating to the Gorton Property, dated December 30, 2003, (iii) the Agreement Relating to the Payment of Fees Between The City of Lake Forest and the Gorton Community Center Corporation dated March 31, 2009, (iv) the Initial Services Agreement dated November 17, 1984, and (v) the Lease, dated___________________ (the "Prior Agreements"). Upon execution of this Agreement, the terms of the Prior Agreements are rendered null and void. Section 3. Operating Rights and Responsibilities. The City hereby grants, authorizes, and appoints the GCC, and the GCC hereby accepts such grant, authorization, and appointment from the City, all operating, use, occupancy, maintenance, and management rights and responsibilities not reserved to the City hereunder (collectively, “Operate” or “Operation”) relating to the Property and all structures and improvements located thereon, on the terms and conditions set forth herein. Notwithstanding the grant of authority and responsibility for the 20 Property to the GCC, the City retains certain rights and responsibilities relating to the Property, as more fully set forth in this Agreement. Section 4. Term and Charges. A. Initial Term. The GCC shall Operate the Property for an initial term of thirty-three (33) years, which shall expire on ________________, unless sooner terminated as hereinafter provided. The term of this Agreement shall automatically renew for two additional terms of thirty-three (33) years, except as provided in Section 4.B of this Agreement. The initial term and any renewal terms shall be collectively known as the “Term.” B. Renegotiation of Agreement. Not less than 360 days before the scheduled expiration of a Term of this Agreement, either party may notify the other of its desire to terminate or amend the provisions of this Agreement (a "Pre-Termination Notice"). Upon delivery of such Pre-Termination Notice, the parties shall engage in good faith discussions to reach an accord regarding any modified terms of this Agreement; provided, however, that upon the expiration of such 360-day period (or such longer period as the parties may mutually agree in writing), if no accord has been reached regarding the modification of the provisions of the Agreement, the Agreement shall be deemed terminated. C. Other Charges and Fees. The GCC shall pay such other fees and charges as may be provided in this Agreement. Section 5. Operation of the Property. A. GCC’s Use of the Property. During the term of this Agreement, the GCC shall Operate the Property as a Community Center and uses consistent with GCC's historic use of the Property since 1972 as a Community Center, subject to the terms and conditions of this Agreement. In connection with the Community Center Operation, space upon the Property may be used and occupied for: (i) community service, charitable, and other similar purposes that serve the Lake Forest and Lake Bluff communities; (ii) cultural, recreational, and educational activities for the enjoyment and benefit of Lake Forest and Lake Bluff residents of all ages; (iii) facilities in support of community activities, services, and other not-for-profit groups and organizations affiliated with the Lake Forest and Lake Bluff communities; (iv) GCC’s office functions, activities, and programs; (v) the Drop-In Center; and (vi) such other uses that the City may otherwise approve. 21 During the term of this Agreement, the GCC shall continue to Operate the Drop-In Center and to obtain and maintain all required licenses and certifications therefor, unless the City otherwise consents in writing. B. GCC's Development of the Property. The GCC may, without cost of expense to the City, construct additional buildings and structures on the Property, provided that (i) the City grants its prior written approval of such construction as owner of the Property, (ii) the GCC shall apply for and obtain all necessary permits and approvals from applicable federal, state, and local agencies and governmental bodies, including amendments to both the special use permit and this Agreement, and (iii) the use of any such building or structure shall be consistent with the current uses on the Property. Nothing in this Agreement shall preclude the GCC from requesting the City to waive fees or charges that may be due in connection with obtaining licenses, permits, or other required approvals from the City. C. Terms for Third Party Use. During the term of this Agreement, the GCC may impose charges on users and others occupying the Property, and the GCC shall be entitled to keep all proceeds from such user charges. As a condition for any third parties to host events on, or to enter an agreement for longer term use of, the Property or a portion thereof, the GCC shall require such third party (a "Third Party User") to sign a written agreement, which agreement shall provide, inter alia, that (i) the Third Party User shall release and hold harmless the City and its boards, committees, commissions, officers, officials, employees, agents, attorneys, and representatives (the "City Representatives") from and against any suits, actions, lawsuits, injuries, damages, losses, liens, costs, expenses (including any attorneys' fees), judgments, or other claims of any sort of nature (the "Claims") relating to or arising from its use or occupancy of the Property, (ii) the Third Party User's rights to use the Property are subject to the City's rights under and terms of this Agreement. Guests of Third Party Users, need not sign such waivers, but GCC will indemnify the City against any Claims of Third Party Users or their Guests, under Section 12.A. of this Agreement, and GCC shall make reasonable efforts to identify itself or the Third Party User as the host, organizer, or manager of such event. D. Reservation of Use Rights. During the Term of this Agreement, the City shall have the right to use or occupy portions of the Property for purposes that the City may determine to be in the public interest and reasonably compatible with the concurrent use of the Property by the GCC. The City's use and occupancy rights shall be as follows: (i) to occupy such portions of the Property that are otherwise available for use by other persons; (ii) upon not less 365 days notice, to occupy any portions of the Property (not exceeding 1,500 square feet of net rentable space) that are not otherwise subject to an exclusive lease or license to specified portions of the Property; and (iii) in the event of force majeure events affecting the utility of City facilities, the City shall have the right to occupy any portion of the Property not otherwise subject to an exclusive lease or license to specified portions of the Property 22 In connection with its use of any portion of the Property, the City agrees to pay the GCC the same charges that the GCC charges to other users or occupants of the Property, unless the City and the GCC otherwise agree; such use charges shall be subject to annual review by the City in connection with its review and approval of the GCC budget. Section 6. Conditions of Use. The GCC shall, at its sole cost and expense, obtain and abide by any governmental approval that may be required in connection with the use of the Property for the GCC’s intended use, including, without limitation, any zoning, building, or other code requirements of The City of Lake Forest. To the extent that the special use permit for the Property requires an amendment as a result of this Agreement, the parties shall cooperate to seek and obtain any such amendment. Section 7. Undisturbed Operation. Subject to the other terms and provisions of this Agreement, the City agrees that upon performance by the GCC of all terms, covenants, and conditions of this Agreement applicable to the GCC, the GCC shall enjoy all rights to Operate the Property provided in this Agreement, as well as the other rights and privileges granted for the Term, without hindrance or interference by the City. Section 8. Utilities. From the date of execution of this Agreement and continuing throughout the Term, the GCC shall be responsible for obtaining any utility services for the Property that it desires and paying all charges for such utility services used or consumed on the Property. The City agrees to cooperate with the GCC and any utility company requesting utility easements over, under, and across the Property in order to provide utility service to the Property. In the event that the GCC does not timely pay any charge for utility services when due, the City shall have the right, but not the obligation, to pay such charges, and the amount of such charges and any interest or penalties assessed upon delinquent charges (plus the full amount of any expenses, including attorneys' fees, incurred by the City in recovering any paid utility charges, penalties, or interest from the GCC) shall be deemed other charges due from the GCC under this Agreement. Notwithstanding the foregoing, to the extent applicable, GCC as operator of the Building shall enjoy the service benefits available to the Building pursuant to any franchise agreement between the City and any public utility; provided, however, that such service benefits shall not include or be deemed to include any franchise fees or other payments received by or made to the City. Section 9. Access; Inspections. In addition to such access as is reasonably necessary and convenient for the City's use of the Property pursuant to Section 5 of this Agreement, the City and its agents shall have the right to enter the Property for the purpose of examining and inspecting any part of the Property upon reasonable advance notice to GCC if the City deems it necessary or desirable to determine compliance with this Agreement; provided, however, that notice to the GCC shall not be required in the event of a bona fide emergency; provided further, however, that the City and the GCC shall cooperate to the extent feasible in scheduling inspections so as to minimize disruption in the use and occupancy of the Property. Section 10. Finances. A. In General. The GCC's Operation of the Property is dependent on the sound financial footing of the GCC so that the Property is properly maintained and is utilized for the 23 benefit of the Lake Forest and Lake Bluff communities as more specifically set forth in Section 5 of this Agreement. Accordingly, the City has an overriding interest in assuring that the GCC's budget and programming, as well as the GCC's overall fiscal health, are acceptable to the City. At the same time, the City, as owner of the Property, has certain ongoing obligations with respect to the periodic replacement of the major capital elements of the Property and its improvements, subject to the City's determinations respecting its overall budgetary and property management planning. B. Reports. The GCC shall submit to the City, on an annual basis, (i) an audited financial statement undertaken in accordance with generally accepted accounting principles of the GCC’s most recently completed fiscal year, (ii) a status report on fundraising receipts for the benefit of GCC, and (iii) a report or reports regarding the GCC’s maintenance, operation, and repair activities on the Property (including the amounts expended on such activities). C. Budget Review and Approval. 1. Amendment to GCC’s By-Laws. As soon as practical after the signing of this Agreement, the GCC agrees to amend its by-laws (the "GCC By-Laws") to provide that the City shall have the right to appoint the greater of five or one third of the GCC board of directors then holding office (“GCC Board”)(which members appointed by the City shall hereinafter be referred to as the "City GCC Board Members"). The City GCC Board Members shall serve two-year terms, which terms may be renewed in the discretion of the City Council. The GCC By-Laws shall also be amended to provide for a sub-committee, known as the “Finance and Operations Sub-Committee,” which shall be comprised of the City GCC Board Members, the GCC Chairperson, and the GCC Treasurer. The GCC By-Laws shall further provide that: (a) the Finance and Operations Sub-Committee shall perform all duties and responsibilities currently performed by the City's Gorton Community Center Commission; (b) the City GCC Board Members shall be full voting members of the GCC Board; (c) the chairman of the Finance and Operations Sub-Committee shall be a member of the GCC Executive Committee; and (d) the City Manager shall be a non-voting participant of the GCC Board. The GCC shall submit the foregoing amendment of the GCC By-Laws to the City Manager for review and written approval, and, following such approval, the GCC shall not further amend the GCC By-Laws in any way that alters, directly or indirectly, the amendments set forth in this Section 10.C.1. 2. Gorton Commission. Following the adoption of the amendments to the GCC By-Laws as set forth in Section 10.C.1 of this Agreement, the City shall promptly take action to dissolve the City's Gorton Community Center Commission and to appoint the City GCC Board Members. The initial City GCC Board Members may have a term of less than two years for purposes of establishing an appointment date that coincides with the term of the Mayor of the City. 3. Annual Budget. a. On an annual basis, the Finance and Operations Sub-Committee and the GCC Executive Director (who shall report to the GCC Board) shall submit 24 to the City for review and approval, the GCC's annual budget and plans for the use of and programming at the Property (the "Annual Budget and Plan"). The Annual Budget and Plan shall set forth, inter alia, fees and charges for the use and occupancy of the Property, as well as projected additional revenues and expenditures, and identification of specific programs and occupants (to the extent knowknown) of various spaces within the Property. The Annual Budget and Plan shall also include at least the "Minimum Annual GCC Maintenance Investment" (as hereinafter defined). b. In connection with the City's review of the Annual Budget and Plan, the Parties shall review the capital needs of the Building, capital budgets of GCC and the City, the maintenance contracts of the GCC, as well as any adjustments that may be appropriate to the "Listing of Infrastructure Replacement Responsibilities" (as hereinafter defined). Nothing in this Section 10 precludes the GCC from seeking contributions from the City for any significant Building infrastructure costs that the GCC has incurred or anticipates incurring as part of the Annual Budget and Plan process. c. Following such review (which may include interim comments with suggested revisions to the Annual Budget and Plan), the City shall submit its recommendation for approval, approval with modification, or rejection of the Annual Budget and Plan to the full City Council. The City Council shall have the right to approve, approve subject to modifications, or reject the Annual Budget and Plan. d. The GCC shall only be authorized to use and occupy the Property in accordance with an approved Annual Budget and Plan. In the event that the City Council does not approve an Annual Budget and Plan as presented by the GCC, the GCC shall only be authorized to Operate and occupy the Property in accordance with the Annual Budget and Plan last approved by the City Council [subject to rate adjustments not exceeding the change in the Consumer Price Index as defined in 35 ILCS 200/18-185 (the "CPI") since the Effective Date of this Agreement]. e. The Finance and Operations Sub-Committee shall from time-to-time establish guidelines for the GCC regarding the contents of such Annual Budget and Plan, including a timetable for its submission to and review by the City, which guidelines shall be subject to the approval of the City Manager. D. Upkeep, Maintenance, Repair, and Replacement. 1. GCC’s Responsibilities. a. Except as provided in Section 10.D.2 of this Agreement, or except as limited in Section 10.D.1.b, the GCC shall have the responsibility, at its sole cost 25 and expense, for the upkeep, maintenance, repair, renewal, insurance, and replacement of the interior areas of the Building and any accessory buildings and structures on the Property and the improvements thereon in a safe, sanitary, and sound condition in order that such Property may continue to be used for the purposes set forth in this Agreement and the character of such Property may be preserved during the term of this Agreement. b. With respect to the upkeep, maintenance, repair, and replacement of the HVAC, elevator, electrical, plumbing, and fire suppression and alarm systems (but not replacement of lighting and plumbing fixtures) in the Building and any accessory buildings and structures on the Property (collectively, the "GCC Maintenance Obligations"), GCC shall be required to include in its Annual Budget and Plan at least $25,000.00 per year (exclusive of Ordinary Maintenance), which amount shall be reviewed and adjusted during every even-numbered anniversary year of this Agreement by mutual agreement of the Parties; provided that, if the Parties cannot mutually agree to an adjusted amount, then the annual amount shall be adjusted to reflect the change in the CPI since the Effective Date of this Agreement (the "Minimum Annual GCC Maintenance Investment"). To the extent GCC does not expend the Minimum Annual GCC Maintenance Investment to satisfy the GCC Maintenance Obligations in any fiscal year, such remaining amount of the Minimum Annual GCC Maintenance Investment shall be placed in a separate account (the "GCC Maintenance Reserve"), which GCC Maintenance FundReserve (plus any interest earned thereon) shall be used only for satisfying GCC Maintenance Obligations. If, in any year, the cost of the GCC Maintenance Obligations exceeds the Minimum Annual GCC Maintenance Investment (or such greater amount that may be included in the Annual Budget and Plan), then GCC shall use such moneys that are available in the GCC Maintenance Reserve to undertake any necessary GCC Maintenance Obligations. To the extent the GCC undertakes repair work on the Property for which the City receives proceeds under an applicable insurance policy or similar coverage, the City shall reimburse the GCC for its actual repair costs, but in no event more than the insurance proceeds that the City has actually received. Any such reimbursement amounts shall be deposited in the GCC Maintenance Reserve. Notwithstanding the GCC's obligations pursuant to this Section 10.D.1, the GCC shall not be required to undertake any GCC Maintenance Obligations in excess of the amounts set forth in the Annual Budget and Plan (which shall not be less than the Minimum Annual GCC Maintenance Investment) and amounts available in the GCC Maintenance Reserve. 2. City’s Responsibilities. Notwithstanding the obligations of the GCC as set forth in this Agreement, the City shall retain responsibility for general outside maintenance and upkeep of the Property and the Building. Upkeep of the Property shall include without limitation maintaining, repairing, and replacing driveways, sidewalks, curbs and gutters, drains, parking areas, and fences, including, but not limited to, 26 maintenance of the grassy areas, landscaping, brush, leaf, and snow removal, and spring and fall cleanup. Upkeep of the exterior of the Building shall include without limitation maintaining, repairing, and replacing the roof, gutters, windows, window frames, storm windows, trim, exterior doors, other exterior structural elements, water lines, and sewers, and repair and repainting of exterior surfaces. The City's maintenance and upkeep of the exterior of the Building and the aforementioned exterior elements of the Property shall be performed in a manner equivalent to the City's maintenance and upkeep of other public grounds. In addition, the City shall retain responsibility for the replacement of the items set forth on Exhibit B hereto, which is incorporated into this Agreement by reference (the "Listing of Infrastructure Replacement Responsibilities"). Further, to the extent that GCC is unable to perform the GCC Maintenance Obligations due to unavailability of moneys as set forth in the last paragraph of Section 10.D.1 of this Agreement, the City may also undertake any necessary upkeep, maintenance, repair, and replacement that would otherwise be included in the GCC Maintenance Obligations. The City's obligation to perform the responsibilities set forth in this Section 10.D.2 shall be subject to the City Council authorizing sufficient funds for performing such responsibilities in the Council's sole and absolute discretion, and the failure or refusal of the City Council to so authorize sufficient funds shall not be a breach of any obligation of the City under this Agreement, even if such failure or refusal requires the GCC to modify its use, occupancy, or programming relating to the Property. E. Remedies. In the event that the City determines that the GCC has failed to satisfactorily perform its GCC Maintenance Obligations as required under Section 10.D.1 of this Agreement, the City shall have the right, but not the obligation, (a) to perform any necessary upkeep, maintenance, repair, or replacement itself and to be reimbursed for such upkeep, maintenance, repair, or replacement work by the GCC upon invoice therefor, which reimbursement amount (plus the full amount of any expenses, including attorneys' fees, incurred by the City in recovering such reimbursement amount from the GCC) shall be deemed another charge under this Agreement or (b) to terminate this Agreement, subject to the cure provisions contained in Section 17.A.1 of this Agreement. F. GCC Fundraising; Naming Rights. The Parties acknowledge and agree that part of the activities of the GCC with respect to its Operation of the Property will involve fundraising efforts through private and other contributions. To this end, the Parties also acknowledge that offering naming rights with respect to the Property is a potentially viable means to enhance such fundraising. The City agrees that the GCC may enter into agreements or other arrangements with respect to potential contributors to confer naming rights upon such contributors, subject to the following terms and limitations: 1. The GCC shall not agree to rename the Property or the Building from its current name of "Gorton Community Center" without the approval of the City pursuant to a resolution duly adopted by the City Council. 27 2. Except as provided in Section 10.F.3, the GCC shall not confer naming rights for a period of time extending beyond the then-current Term of this Agreement without the approval of the City pursuant to a resolution duly adopted by the City Council. 3. The GCC shall not confer naming rights upon a corporate donor or honoree without the approval of the City pursuant to a resolution duly adopted by the City Council. In each instance where City Council approval of naming rights is required, the City Council's determinations with respect to naming rights shall be in its sole legislative discretion based on the City Council's determination of the best interests of the City and its residents. Any deliberations by the City Council regarding naming rights under this Subsection 10.F shall take place in executive session, to the extent permitted by law; any. Any City Council approval of naming rights as required in this Agreement shall be through the approval of an agreement between the City and GCC in substantially the form attached hereto as Exhibit C (a "Naming Rights Agreement"). In connection with any request for naming rights, the GCC shall provide to the City such information regarding the naming rights and donation as the City may reasonably request; provided that, for any request for approval of naming rights involving a donation in excess of $1,000,000.00 (which amount shall be adjusted every ten years to reflect changes in the CPI)(the "Threshold Amount"), the GCC shall certify to the City that the donation exceeds the Threshold Amount, but GCC shall not be required to disclose the specific amount of the donation. Nothing shall prevent the GCC from granting naming rights for any portion of the Property without City approval so long as such grant is not inconsistent with the terms of this Section 10.F, and provided that such grant of naming rights is subject to terms allowing termination resulting from illegal or immoral acts of the grantee. The City waives all rights to any donations or contributions made in connection with the granting of any naming rights that comport with the terms of this Subsection 10.F. Any Naming Rights Agreement between the City and the GCC entered pursuant to this Subsection 10.F shall be independent of this Agreement, notwithstanding termination of this Agreement. Section 11. Additions and Major Structural Changes; Rebuilding in the Event of Fire or Other Casualty. A. Improvements to Property. Subject to the parties' responsibilities under Section 10 of this Agreement, any addition, remodeling, new construction, or major structural changes to the Property or any building or structure thereon shall be permitted only if: (i) such addition, remodeling, new construction, or change shall not adversely affect the parties' ability to use the Property for its intended purposes (exclusive of disruption due to construction); (ii) such addition, remodeling, new construction, or change shall conform to the terms of this Agreement and applicable building codes; (iii) such addition, remodeling, new construction, or change shall be undertaken at no cost to the City unless the City proposes the addition, remodeling, new construction, or major structural changes, and either the City agrees to pay for such work or the parties otherwise agree to an allocation of the cost of such addition, remodeling, new construction, or change. B. Damage Other than Material Damage. In the event that the Building is damaged by fire, storm, or other casualty (with the exception of "material damage” as defined in Section 11.D) 28 the repair, rebuilding, replacement, or restoration of the damaged property shall be completed by the GCC or the City, depending on the nature of the damage and the party responsible in accordance with Section 10.D of this Agreement, and subject to the limitations in Section 10.D of this Agreement. In the event that damage affects portions of the Property for which each of the parties are responsible, then the City shall have primary responsibility for undertaking the repair, rebuilding, replacement, or restoration work required; provided that such work shall be undertaken in cooperation and consultation with the GCC; and provided further that the GCC shall be financially responsible to the City for the costs incurred as a result of damages within its area of responsibility as set forth in and subject to the limitations of Section 10.D.1. Any repair, rebuilding, replacement, or restoration of the damaged property shall be undertaken in a manner consistent with the design, character, and quality of the improvements to be restored. Notwithstanding anything to the contrary in this Section 11.B, to the extent that insurance proceeds are available covering said damage (including, without limitation, the insurance obtained by the City or the GCC pursuant to Section 13 hereof), such insurance proceeds shall be applied to the costs of such repair, rebuilding, restoration, or replacement before the financial obligations of either party as set forth in this Section 11.B shall be triggered; provided further that, to the extent that a deductible amount must be satisfied in order to access insurance proceeds, the City shall have no obligation to pay such deductible amount unless such expenditure is approved by resolution of the City Council. With respect to ongoing conditions of seepage and mold, the parties acknowledge that this affects each of their areas of responsibility and shall work cooperatively to address such conditions. C. Material Damage. In the event that the Building is damaged by fire, storm, or other casualty and such damage is "material damage" as defined in Section 11.D, the damaged property shall be rebuilt, repaired, restored, or replaced only if, within 365 days after such damage has been determined to be "material damage" as provided in Section 11.D (or such longer period as the Parties may mutually agree in writing), the City and the GCC agree on: (i) the nature, design, character, manner, and cost of the work necessary to rebuild, repair, restore, or replace the damaged portion of the Building in a manner so as to be consistent with the existing building, and (ii) the application of insurance proceeds to the costs of such rebuilding, repair, restoration, and replacement and the allocation of any costs thereof which exceed such insurance proceeds. If the City and the GCC cannot so agree within 365 days, the City shall have the right to terminate this Agreement and to assume full control and rights to occupy the Property and the Building. D. Definition of Material Damage. For purposes of Subsections 11.B and 11.C, "material damage" shall be deemed to exist if the Building is damaged to the extent of 50% or more of its value as determined on a replacement cost basis. If the City and the GCC cannot agree as to the existence or non-existence of "material damage" within 30 days of the time the damage occurred, the City shall select an independent consultant qualified in such matters to assess the damage, and such consultant's determination shall be final and binding upon the parties. Damage to any accessory building or structure on the Property shall not be deemed to be "material damage." Section 12. Indemnification. A. By GCC . The GCC shall indemnify, save harmless, and defend the City and the City Representatives from and against any and all claims that may arise, or be alleged to have 29 arisen, out of or in connection with (i) the GCC’s Operation of or on the Property; (ii) any act or omission of the GCC whether or not due or claimed to be due in whole or in part to the active, passive, or concurrent negligence or fault of the GCC, except to the extent caused by the sole negligence of the City; or (iii) any breach of this Agreement by the GCC. The GCC shall not cause any liens to be placed on the Property without the express prior written consent of the City. Should any lien be placed on the Property as a result of the actions or inactions of the GCC, the City shall have the right, but not the obligation, to discharge such lien in order to prevent either an imminent foreclosure on the lien or an imminent judicial sale of the Property, and the full amount paid in discharging such lien (plus full amount of any expenses, including attorneys' fees, incurred by the City in recovering the paid lien amount from GCC) shall be deemed an other charge upon the GCC under this Agreement. B. By the City. The City shall indemnify, save harmless, and defend the GCC, its boards, committees, commissions, officers, agents, and employees, against any and all lawsuits, claims, demands, liens, damages, liabilities, losses, and expenses, including attorneys’ fees and administrative expenses, that may arise, or be alleged to have arisen, as a direct result of any default under this Agreement by the City. Section 13. Insurance. A. The GCC shall obtain, maintain, and continue in effect throughout the term of this Agreement at least the following policies of insurance or equivalent coverages issued by a company with at least an “A” rating from the most recently published Alfred M. Best and Company Guide and authorized to do business in the State of Illinois or an intergovernmental self-insurance pool authorized by the State of Illinois (such as the Intergovernmental Risk Management Agency): 1. General comprehensive liability insurance, insuring the GCC against liability for personal and bodily injury, death, or damage to property arising out of the Operation of the Property by the GCC. Such insurance shall provide coverage with policy limits of not less than $2 million in the event of bodily injury or death to one or more persons and in an amount of not less than $2 million for property damage. 2. If applicable, automobile liability insurance, on an “any auto” basis, with a combined single limit for personal injury and property damage not less than $1 million. 3. Workers’ compensation insurance, with such limits as are required by law. 4. Employer’s liability insurance, with limits not less than $500,000 per person-injury and $1 million per occurrence. 5. Such insurance as may be required in connection with the licensure of the Drop-In Center. The foregoing policy limits shall be reviewed every fifth anniversary of this Agreement, and the City may require the GCC to increase the minimum policy amounts; provided, however, that no such increase in the minimum policy amounts shall exceed the increase in the "Consumer Price 30 Index" as defined in 35 ILCS 200/18-185 (2002). Unless the City and the GCC otherwise agree and so long as it is commercially reasonable, such policies shall have a maximum per occurrence deductible of $1,000.00. To the extent feasible, the GCC shall have the City identified as an "additional insured" (or equivalent) in connection with the foregoing coverages. The City reserves the right to receive, review, and approve any insurance policy that the GCC obtains. Any such policy shall provide that the policy may not be cancelled or changed without the GCC and the City receiving notice of such impending cancellation or change at least 30 days in advance of the effective date of such cancellation or change. Nothing in this Agreement shall preclude the GCC from obtaining other insurance, including insurance for personal articles or other improvements, fixtures, and furnishings of the GCC on the Property; such other policies shall not be subject to the terms and requirements set forth for other policies in this section. B. Subject to the availability of insurance on commercially reasonable terms, the City shall maintain, at its sole cost and expense during the term of this Agreement, "all risk" property insurance for the Property in an amount reasonably equivalent to the estimated replacement value of the buildings, structures, and related improvements on the Property (including the Building). C. Upon request of the other party, the City or the GCC shall promptly provide the other party with copies of insurance policies or coverage documents that are required under this Section 13. Section 14. Eminent Domain. In the event that all or substantially all of the Property shall be taken by any governmental agency or utility that has the power of eminent domain, then the GCC shall have the right to terminate this Agreement within 60 days thereafter. Each party shall have the right to maintain its own respective action against the condemning authority for its respective damages and neither party shall have any interest in any award granted to the other. The City agrees not to exercise its right of eminent domain with respect to the Property. Section 15. Environmental Compliance. A. The GCC shall, at the GCC’s sole cost and expense, comply with all environmental laws pertaining to the GCC’s Operations on the Property, including the following (collectively referred to as the “Environmental Laws”): 1. Any applicable federal, state, or local statute, law, ordinance, rule, regulation, code, license, permit, authorization, approval, consent, order, judgment, decree, injunction, directive, requirement by, of, or agreement with any governmental agency, existing as of this Agreement's execution date and as enacted or amended thereafter, relating to: a. the protection, preservation, or restoration of the environment (including, without limitation, air, water, vapor, surface water, ground water, drinking water supply, surface land, subsurface land, plant and animal life, or any other natural resource), or to human health and safety; or 31 b. the exposure to, or the use, storage, recycling, treatment, generation, transportation, processing, handling, labeling, production, release, or disposal of, hazardous substances. 2. The Environmental Laws also includes, without limitation, any common law or equitable doctrine (including, without limitation, injunctive relief and tort doctrines such as negligence, nuisance, trespass, and strict liability) that may impose liability or obligations for injuries or damages related or incidental to, or threatened as a result of, the presence of or exposure to any hazardous substance and the following statutes and implementing regulations: a. the Clean Air Act, as amended (42 U.S.C. § 7401 et seq.); b. the Water Pollution Control Act, as amended (33 U.S.C. § 1251 et seq.); c. the Resource Conservation and Recovery Act, as amended (42 U.S.C. § 6901 et seq.); d. the Comprehensive Environmental Response, Compensation and Liability Act, as amended (42 U.S.C. § 9601 et seq.); e. the Toxic Substances Control Act, as amended (15 U.S.C. § 2601 et seq.); and f. the Occupational Safety and Health Act, as amended (29 U.S.C. § 651 et seq.). B. Except as is customary for ordinary cleaning and maintenance, the GCC shall not cause or permit any hazardous substance to be brought, kept, stored, or used in or about the Property in violation of any of the Environmental Laws. “Hazardous substance” includes, without limitation, any explosive or radioactive material, asbestos, asbestos containing material, urea formaldehyde foam insulation, polychlorinated biphenyls, special waste, or petroleum products or any derivative or by-product thereof, methane, toxic waste, pollutant, contaminant, hazardous waste, toxic or hazardous substances, or related materials, as defined in the Environmental Laws. C. If the GCC causes or permits any hazardous substance to be brought, kept, stored, or used in or about the Property in violation of any of the Environmental Laws and such violation results in the contamination of the Property, the GCC shall indemnify, save harmless, and defend the City and the City Representatives against any and all lawsuits, claims, demands, damages, liabilities, losses, and expenses, including attorneys’ fees and administrative expenses (collectively, "Claims"), that may arise, or be alleged to have arisen, out of or in connection with the GCC’s acts or omissions in connection with such hazardous substance whether or not due or claimed to be due in whole or in part to the active, passive, or concurrent negligence or fault of the GCC, except to the extent caused by the sole negligence of the City. 32 D. The GCC represents, covenants, and warrants that the GCC’s Operations in, on, or under the Property shall be in compliance with all applicable Environmental Laws. E. Nothing in this Agreement shall require either party to assume any responsibility for any violation of Environmental Law caused by the act or omission of the other party. F. In the event that the GCC is subject to Claims arising from alleged non-compliance with any applicable Environmental Laws that relate solely to the Property and is unrelated to any action or inaction of the GCC (or any of its predecessors, whether incorporated or unincorporated) and its Operations on the Property, the City shall indemnify, save harmless, and defend the GCC and its board members, directors, officers, officials, employees, agents, attorneys, and representatives against all such Claims. Section 16. Assignment. The GCC may not assign or otherwise transfer all or any part of its interest in this Agreement or in the Property without the prior written consent of the City. Any assignment or transfer without such written consent shall, at the City's option, be deemed to be void and of no force or effect. Notwithstanding any assignment or transfer, the GCC shall remain fully liable on this Agreement and shall not be released from performing any of the terms, covenants, or conditions of this Agreement. Section 17. Default and Other Disputes. A. GCC Default: 1. The GCC shall be in default of this Agreement if the GCC (i) breaches any covenant or condition of this Agreement and fails to cure such default within 30 days after notice from the City specifying the default complained of (provided that if such default is not reasonably susceptible of cure within said 30 day period and if the GCC is diligently and continuously pursuing such cure to completion, then such cure period shall be extended for such period of time as is reasonably necessary to complete the curative activities), or (ii) abandons the Property. 2. In the event of a default as described above, the City shall have the right, at its option, in addition to and not exclusive of any other remedy the City may have in law or equity with only such further demand or notice as may be required by applicable law, to re-enter the Property and eject all persons therefrom, and declare this Agreement at an end. 3. In the event of a default as described above, no re-entry and taking of possession of the Property by the City shall be construed as an election on the City’s part to terminate this Agreement, regardless of the extent of renovations and alterations by the City, unless a written notice of such intention is given to the GCC by the City. Notwithstanding any re-entry and taking of possession of the Building and Property without termination, the City may at any time thereafter elect to terminate this Agreement for such previous breach. 33 B. City Default. The City shall be in default of this Agreement if the City shall breach any of its covenants contained in this Agreement and does not cure such other default within 30 days after notice from the GCC specifying the default complained of (provided that if such default is not reasonably susceptible of cure within said 30 day period and if the City is diligently and continuously pursuing such cure to completion then such cure period shall be extended for such period of time as is reasonably necessary to complete the curative activities). The parties agree that the City shall not be in default for any failure or refusal to budget or expend funds for the upkeep, maintenance, repair, or replacement of the Property (including failure or refusal to address matters set forth in the Listing of Infrastructure Replacement Responsibilities). C. Other Disputes. In addition to matters that may constitute a breach or default under this Agreement, the parties shall attempt to resolve all other disputes arising under this Agreement amicably between themselves. Section 18. Force Majeure. Except as otherwise expressly set forth herein, in the event that either party hereto shall be delayed or hindered in, or prevented from, the performance of any act required hereunder by reason of strikes, lock-outs, labor troubles, inability to procure materials, failure of power, restrictive laws or regulations of governmental agencies, riots, insurrection, war, or other reasons of a like nature not the fault of the party delayed in doing acts required under the terms, covenants, and conditions of this Agreement (all of such reasons or causes referred to in this Agreement as “Force Majeure”), then performance of such acts shall be excused for the period of the delay and the period of the performance of any such act shall be extended for a period equivalent to the period of such delay. Section 19. Termination; Surrender of Property. A. Terminating Events. This Agreement shall terminate upon the occurrence of any one or more of the following events: 1. The GCC and the City mutually agree to terminate this Agreement. 2. Upon the expiration of any applicable cure period following a default of either of the parties pursuant to this Agreement. 3. The expiration of the initial Term (or any additional Term as authorized pursuant to Section 4.A of this Agreement), subject to the termination provisions in Section 4.B. 4. The following changes to the organizational structure of the GCC: (a) dissolution of the GCC, whether voluntary or involuntary; (b) merger of the GCC into, or acquisition of the GCC by, another organization; (c) the disposition of all or a substantial portion of the assets and properties of the GCC; or (d) such a substantial change in the purposes or functions of the GCC that it no longer Operates or is no longer able to Operate as a community center serving the residents of the City and the Village of Lake Bluff, unless (i) the organization succeeding to or acquiring the GCC or acquiring its assets and properties shall be capable of carrying on the activities of the GCC and shall agree to assume the GCC's obligations and 34 responsibilities under this Agreement and (ii) the City shall consent to the substitution of such organization as a party to this Agreement in lieu of the GCC. 5. In the event that the Building suffers "material damage" (as defined in Section 11.D of this Agreement) and, within a period of 365 days from the date that the existence of such "material damage" has been determined, the City and the GCC fail to come to an agreement upon an acceptable program for the rebuilding, repair, or restoration of the Gorton Building. 6. In the event that the Building or a substantial portion thereof ceases to be fit for the intended purposes of this Agreement or otherwise not fit for habitation or occupancy in accordance with the codes and regulations of the City. B. City’s Use of the Property Upon Termination. Upon termination of this Agreement, the GCC shall cease Operations and deliver possession of the Property to the City, and all improvements or additions to the Property, if any, made to the Property by the GCC shall become the property of the City without compensation therefor. The City may, then, at its option (i) occupy, operate, and manage the Property or any portion thereof; (ii) lease or license the Property or any portion thereof to other persons or organizations; (iii) sell or dispose of the Property or any portion thereof; or (iv) make such other use of the Property as the City deems appropriate. Upon surrender of the Property, the GCC shall return the Property and Building to the City isin reasonably good repair consistent with the maintenance obligations under this Agreement, including removal and restoration of all portions of the Property or Building affected by any naming rights granted by the GCC and not subject to a Naming Rights Agreement. Section 20. Administrative Services and Other Agreements. A. Provision of Administrative Services. The City will make available to the GCC certain administrative services as may be agreed upon from time-to-time by the City Manager. Any such agreement for services shall only be authorized if such services will be without additional cost to the City, or if the GCC reimburses the City for any such additional costs. Any such agreement for services that the City Manager may approve shall be subject to the City's ability to perform all authorized City activities, and such agreements shall be terminable at the will of the City or the GCC upon no less than 90 days' written notice; provided that the City shall not so terminate any such agreement unless the City Manager determines that the City's performance under any such agreement will inhibit or interfere with the City's ability to perform its own authorized activities. In no event shall the City be required to employ additional personnel in order to provide any services to the GCC in accordance with this Agreement. B. Liquor Licensing. The Parties acknowledge that, in conjunction with the programming for and use of the Property, the GCC (either for itself or its occupants) may from time-to-time desire to make available alcoholic beverages. The Parties hereby agree to execute and deliver to each other duplicate originals of the "Reciprocal Fee Agreement" attached hereto as Exhibit D. 35 Section 21. Taxes; Exemption. A. Exemption. The parties mutually acknowledge (i) their belief that the Property is entitled to a real estate tax exemption, and (ii) their mutual obligation to seek, obtain, and maintain the Property’s tax exempt status. B. Payment Rights and Obligations. The GCC shall pay, promptly and before they become delinquent, all general and special real estate taxes assessed during the Term of this Agreement, if any, upon or against the land and improvements comprising the Property to the extent that such taxes are imposed upon the Property as a result of the use, occupancy, or Operation of the Property by the GCC or any of its Third Party Users. In the event that the GCC does not timely pay any real estate taxes when due, the City shall have the right, but not the obligation, to pay such taxes, and the amount of such taxes and any interest or penalties assessed upon any past-due taxes (plus the full amount of any expenses, including attorneys' fees, incurred by the City in recovering any taxes, interest, or penalties paid from GCC) shall be deemed an other charge due from the GCC under this Agreement. C. Failure to Obtain Exemption. Failure to obtain or delay in obtaining a real estate tax exemption as provided above shall not constitute a breach of this Agreement. D. Other Taxes. In addition to real estate taxes, GCC shall pay any and all other taxes arising from its use and Operation of the Property. Section 22. Additional Properties and Donations. A. Additional Properties. With the consent of the City and the GCC, additional properties donated or leased to the City or otherwise acquired by the City may become subject to the terms of this Agreement. B. Donations. The City shall not actively solicit donations relating to the Property. If offered, however, donations may be accepted by the City and transferred to the GCC for use in the preservation, improvement, or restoration of the Property or any portion thereof or for any other purpose that is compatible with the Operation of the Property, under such conditions and limitations as the donor may specify; provided, however, that to the extent any donation delivered expressly for the purpose of preserving, improving, restoring, or maintaining the exterior of the Building or portions of the Property other than the Building, the City shall keep all such donations in a separate fund to be expended solely for the purposes specified. The City agrees to notify the GCC promptly of any such donations so received. Section 23. General. A. Notices. Any notice or other communication required or permitted to be given under this Agreement shall be in writing and shall be (a) personally delivered, (b) delivered by a reputable overnight courier, or (c) delivered by certified mail, return receipt requested, and deposited in the U.S. Mail, postage prepaid. Telecopy notices shall be deemed valid only to the extent they are (i) actually received by the individual to whom addressed and (ii) followed by 36 delivery in the manner described in either (a), (b), or (c) above within three business days thereafter. Unless otherwise expressly provided in this Agreement, notices shall be deemed received at the earlier (x) of actual receipt, or (y) one business day after deposit with an overnight courier as evidenced by a receipt of deposit or (z) three business days following deposit in the U.S. mail, as evidenced by a return receipt. Notices shall be directed to the parties at their respective addresses set forth below or at such other address as either party may, from time-to-time, specify by written notice to the other in the manner described above: City: GCC: The City of Lake Forest Gorton Community Center 220 E. Deerpath 400 East Illinois Road Lake Forest, Illinois Lake Forest, IL 60045 Attention: City Manager Attention: Executive Director B. Binding Effect. The benefits of this Agreement shall inure to and the obligations hereof shall be binding upon the heirs, personal representatives, successors, and assigns of the respective parties hereto. C. Time of the Essence. Time is of the essence in the performance of all terms, covenants, and conditions of this Agreement. D. Rights Cumulative. Unless expressly provided to the contrary in this Agreement, each and every one of the rights, remedies, and benefits provided by this Agreement shall be cumulative and shall not be exclusive of any other such rights, remedies, and benefits allowed by law. E. Non-Waiver. The failure of the City or the GCC to enforce against the other any term, covenant, or condition of this Agreement shall not be deemed a waiver thereof, nor void or affect the right of the aggrieved party to enforce the same term, covenant, or condition on the occasion of any subsequent breach or default; nor shall the failure of either party to exercise any option in this Agreement upon any occasion arising therefor be deemed or construed to be a waiver of the right to exercise that same kind of option upon any subsequent occasion. F. No Joint Venture. The parties mutually acknowledge and agree that, although, the City and the GCC are separate and independent legal entities, each responsible for their own affairs and obligations (including without limitation all matters of contract, finance, employment, and governance), they are pursuant to this Agreement engaged in a common endeavor relating to public business concerning the operation of a community center on municipal property for public benefit and that their activities and responsibilities in this regard are intended to be closely enmeshed and coordinated through the terms of this Agreement. It is hereby further understood and agreed that nothing contained in this Agreement shall be deemed or construed as creating the relationship of principal and agent, partnership, or joint venture between the parties hereto, it being agreed that no provision herein contained nor any acts of the parties herein shall be deemed to create any relationship between the parties hereto other than the relationship of contracting parties as herein set forth. 37 G. Consents. Whenever the consent or approval of either party is required herein, such consent or approval shall be in writing and shall not be unreasonably withheld or delayed, and, in all matters contained herein, both parties shall have an implied obligation of reasonableness, except as may be expressly set forth otherwise. H. Warranties Regarding Execution. 1. In order to induce the GCC to enter into this Agreement, the City hereby warrants and represents to the GCC as follows: a. The City has the authority and legal right to make, deliver, and perform this Agreement and has taken all necessary actions to authorize the execution, delivery, and performance of this Agreement; and b. The execution, delivery, and performance of this Agreement (i) is not prohibited by any requirement of law under any contractual obligation of the City; (ii) will not result in a breach or default under any agreement to which the City is a party or to which the City is bound; and (iii) will not violate any restrictions, court order, or agreement to which the City is subject; and c. The party executing this Agreement on behalf of the City has full authority to bind the City to the obligations set forth herein. 2. In order to induce the City to enter into this Agreement, the GCC hereby warrants and represents to the City as follows: a. The GCC has the authority and legal right to make, deliver, and perform this Agreement and has taken all necessary actions to authorize the execution, delivery, and performance of this Agreement; and b. the execution, delivery, and performance of this Agreement (i) is not prohibited by any requirement of law under any contractual obligation of the GCC; (ii) will not result in a breach or default under any agreement to which the GCC is a party or to which the GCC is bound; and (iii) will not violate any restrictions, court order, or agreement to which the GCC is subject; and c. The party executing this Agreement on behalf of the GCC has full authority to bind the GCC to the obligations set forth herein. 38 I. Governing Law. This Agreement shall be governed by, construed, and enforced in accordance with the internal laws, but not the conflict of laws rules, of the State of Illinois. J. Severability. If any term, covenant, or condition of this Agreement is held by a court of competent jurisdiction to be invalid, void, or unenforceable, the remainder of the provisions hereof shall remain in full force and effect and shall in no way be affected, impaired, or invalidated thereby. In addition, to the extent any invalidity is the result of a procedural deficiency that can be readily cured, the parties agree to take such curative actions as may be necessary or appropriate. K. Grammatical Usage and Construction. In construing this Agreement, feminine or neuter pronouns shall be substituted for those masculine in form and vice versa, and plural terms shall be substituted for singular and singular for plural in any place in which the context so requires. L. Interpretation. This Agreement shall be construed without regard to the identity of the party who drafted the various provisions hereof. Moreover, each and every provision of this Agreement shall be construed as though all parties hereto participated equally in the drafting and approval thereof. As a result of the foregoing, any rule or construction that a document is to be construed against the drafting party shall not be applicable hereto. M. Headings. The table of contents, heading, titles, and captions in this Agreement have been inserted only for convenience and in no way define, limit, extend, or describe the scope or intent of this Agreement. N. Exhibits. Exhibits A through D attached hereto are, by this reference, incorporated in and made a part of this Agreement. In the event of a conflict between an exhibit and the text of this Agreement, the text of this Agreement shall control. O. Amendments and Modifications. This Agreement may not be modified or amended except by written instrument executed by each of the parties hereto. P. Counterpart Execution. This Agreement may be executed in several counterparts, each of which, when executed, shall be deemed to be an original, but all of which together shall constitute one and the same instrument. [END OF TEXT; SIGNATURES CONTINUE ON THE FOLLOWING PAGE] 39 IN WITNESS WHEREOF, the parties hereto have executed this Agreement as of the date first above written. GORTON COMMUNITY CENTER, an Illinois not-for-profit corporation ATTEST: By _________________________________ ___________________________ Its _________________________________ THE CITY OF LAKE FOREST, a municipal corporation ATTEST: By ________________________________ Mayor ________________________________ City Clerk #12067193_v914 40 EXHIBIT A Legal Description of the Property 41 EXHIBIT B Listing of Infrastructure Replacement Responsibilities List of HSEI Items City's Area of Responsibility HVAC Units & Controls End of Life Cycle Capital Replacement Elevator Cab, Hydlcs & Controls End of Life Cycle Capital Replacement Fire Suppression Systems & Fire Alarm System End of Life Cycle Capital Replacement Rekeying Entire Building (108 doors) One-time Capital Replacement Security Camera System One-time Capital Improvement 42 EXHIBIT C Naming Rights Agreement THIS NAMING RIGHTS AGREEMENT is made as of the _______ day of _________, 2___, by, between, and among THE CITY OF LAKE FOREST, an Illinois municipal corporation (the "City"), and the GORTON COMMUNITY CENTER, an Illinois not-for-profit corporation (the "GCC"); 1. RECITALS. A. The City and the GCC have previously entered into that certain "Restated Agreement Relating to the Gorton Property," dated ______________, 2013 (the "Gorton Agreement"), which relates to the "Property" and "Building" as defined in the Gorton Agreement. B. Pursuant to Section 10.F of the Gorton Agreement, the GCC has the authority to confer naming rights for specified periods of time relating to the Property and Building (or portions thereof) that are the subject of the Gorton Agreement, or otherwise to confer naming rights only upon approval of the City Council of the City. C. The GCC has made a request to the City for authority to confer naming rights to the portion of the Property or Buildings as more particularly described in Exhibit 1 to this Agreement (the "Naming Rights Request"). D. The City and the GCC have both determined that granting the Naming Rights Request will benefit the Lake Forest-Lake Bluff communities through the continuation or enhancement of the facilities on, and/opportunities made available at, the Property. 2. GRANT OF NAMING RIGHTS AUTHORITY. The City hereby grants to GCC the authority to confer naming rights with respect to the Naming Rights Request, subject to the following terms: A. The authority relating to the Naming Rights Request shall continue until _____________________ (the "Termination Date"). B. The GCC shall ensure that any physical alteration to the Property or the Building in connection with the Naming Rights Request shall be done in a workmanlike manner and shall cause no structural or other material or irreversible damage to the Property or the Building and shall create no hazardous conditions. C. Prior to any installation with respect to the Naming Rights Request, the GCC shall deliver to the City photographic or other documentation reasonably requested by the City to establish the conditions of the area of the Property or Building affected by the Naming Rights Request (the "Pre-Existing Condition"). The GCC shall cause the Property and Building to be restored to the Pre-Existing Condition 43 following the Termination Date. In addition, the GCC shall provide the City with such security as may be set forth in Exhibit 2 to this Agreement to ensure the successful restoration of the Property and Building to the Pre-Existing Condition. D. The Naming Rights Request shall be subject to such additional conditions as are set forth in Exhibit 2 to this Agreement. 3. Breach; Enforcement; Remedies. A. Breach of Conditions by the GCC. In the event that the GCC breaches any condition of this Agreement, the GCC shall have 30 days to cure such breach after notice from the City specifying the default complained of (provided that if such default is not reasonably susceptible of cure within said 30-day period and if the GCC is diligently and continuously pursuing such cure to completion, then such cure period shall be extended for such period of time as is reasonably necessary to complete the curative activities). In the event that the GCC shall fail to cure such breach, the City may in its sole discretion either: 1. Enter upon the Property or into the Building to undertake curative measures, after which the GCC shall reimburse the City for such costs of cure within 30 days after receipt of invoice therefor. In the event that such reimbursement payment is not timely made, the GCC shall pay the City interest on such amount at a rate of 1% per month, and the City may pursue any actions for collection of the reimbursement amount, any interest due, plus all costs of collection relating thereto (including reasonable attorneys fees). 2. Terminate this Agreement and remove all vestiges of the Naming Rights Request and otherwise restore the Property and Building to the Pre-Existing Condition. In so restoring the Pre-Existing Condition, the City shall recover any costs incurred by applying any security it has received from or on behalf of the GCC. To the extent that such security is insufficient to reimburse the City for such costs, the City may pursue any remedy available at law or in equity to collect any outstanding amount of the restoration costs, plus all costs of collection relating thereto (including reasonable attorneys fees). B. Breach by the City. In the event that the City breaches any condition of this Agreement, the City shall have 30 days to cure such breach after notice from the GCC specifying the default complained of (provided that if such default is not reasonably susceptible of cure within said 30-day period and if the City is diligently and continuously pursuing such cure to completion, then such cure period shall be extended for such period of time as is reasonably necessary to complete the curative activities). If the City does not cure such breach in a timely manner, the GCC shall may pursue any remedy available at law or in equity to effect such cure, including an action for specific performance; provided that in no case shall the GCC be entitled to monetary damages against the City or any of its elected or appointed officials, officers, employess, agents, attorneys, or representatives. 44 4. General. Section 23 of the Gorton Agreement is hereby incorporated into and made a part of this Agreement, except that the reference to Exhibits in Section 23.N of the Gorton Agreement shall herein refer to Exhibits 1 and 2. [END OF TEXT; SIGNATURES CONTINUE ON THE FOLLOWING PAGE] 45 IN WITNESS WHEREOF, the parties hereto have executed this Agreement as of the date first above written. GORTON COMMUNITY CENTER, an Illinois not-for-profit corporation ATTEST: By _________________________________ ___________________________ Its _________________________________ THE CITY OF LAKE FOREST, a municipal corporation ATTEST: By ________________________________ Mayor ________________________________ City Clerk 46 EXHIBIT 1 Naming Rights Request 47 EXHIBIT 2 Conditions [Morals Clause providing for termination resulting from illegal or immoral acts of the grantee of the naming rights] 48 EXHIBIT D Reciprocal Fee Agreement 49 AGREEMENT RELATING TO THE PAYMENT OF FEES BETWEEN THE CITY OF LAKE FOREST AND THE GORTON COMMUNITY CENTER CORPORATION THIS AGREEMENT is made as of the ________ day of ________, 2013, by, between, and among THE CITY OF LAKE FOREST, an Illinois home rule and special charter municipal corporation (the “City”), and the GORTON COMMUNITY CENTER, an Illinois not-for-profit corporation (the “GCC”), which parties, in consideration of the mutual covenants herein set forth and other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, do hereby agree as follows: Section 1. Recitals. a. In 2013, the City and GCC entered into "A Restated Agreement Relating to the Gorton Property" (the "Restated Agreement"), which agreement establishes the parties' respective roles and responsibilities to each other and with respect to the real property and improvements located at 400 East Illinois Road in Lake Forest, Illinois (the "Property"), including terms and conditions for the development, use, occupancy, operation, and management of the Property. b. The Restated Agreement sets forth the fees that the City must pay to GCC to use the facilities, as well as the fees that GCC must pay to the City for various licenses, permits, or approvals. c. Section 20.B of the Restated Agreement authorizes both the City and GCC to agree on alternate fee arrangements. d. In furtherance of the terms of the Restated Agreement, the City and GCC desire to agree on a payment arrangement, whereby the City waives all applicable fees (raffle licenses and special event permit fees, including dumpster delivery/pickup charges, for events at the Gorton 50 Community Center, The Friends of Gorton and the Parents Board of the Gorton Children's Drop-In Center) or charges associated with obtaining licenses, permits, or other required approvals from the City, including the fee charged for an F-5 liquor license, in exchange for modifications to the user fee charges in connection with the Property and other consideration. Section 2. Fee Waivers; Use of the Property; Polling Place Availability. a. Waive Liquor License Fees. Pursuant to Section 20.B of the Restated Agreement, the City agrees to waive all fees and charges that may be due in connection with GCC's obtaining licenses, permits, or other required approvals from the City, including an F-5 liquor license. Nothing in this Agreement waives the requirement that GCC must otherwise satisfy the qualifications for obtaining an F-5 liquor license. b. The GCC's Agreement to Allow City Use of the Property. Pursuant to Section 20.B of the Restated Agreement, GCC agrees that the City may use space in the Property, including one weekday use of the Auditorium, but the first twenty-five (25) daily use charges in any calendar year shall be waived. Thereafter, the City will be charged the lowest available daily use rate extended to not-for-profit entities for any uses exceeding twenty-five (25). c. Priority Use of the Property. The City and GCC agree that scheduling of space shall be on as "as available" basis, meaning the space has not been previously rented by another party. In the event a revenue opportunity arises for space reserved by the City, both parties agree to work together to re-schedule space, time, or date for their mutual benefit. In the event of a scheduling conflict for use of space within the Property between the City and a third party that involves a publicly announced meeting (e.g., Ward meeting), the City will receive priority for its requested usage of the Property. Section 3. Restated Agreement Not Amended. 51 No provisions contained herein in any way alter or modify the Restated Agreement or the Restated Agreement between the City and the GCC. Section 4. Amendment. This Agreement may only be amended in writing signed by both parties. [Signature page to follow.] 52 IN WITNESS THEREOF, the parties hereto have executed this Agreement as of the day and year first above written. ATTEST: THE CITY OF LAKE FOREST ____________________ ____________________________________ Deputy City Clerk City Manager ATTEST/WITNESS: GORTON COMMUNITY CENTER CORPORATION ____________________ By: ____________________________________ Its: ____________________________________ 53 Document comparison by Workshare Professional on Wednesday, June 26, 2013 12:09:17 PM Input: Document 1 ID interwovenSite://HKDMS/Active/12067193/10 Description #12067193v10<Active> - LF- Combined Gorton Agreement Document 2 ID interwovenSite://HKDMS/Active/12067193/14 Description #12067193v14<Active> - LF- Combined Gorton Agreement Rendering set standard Legend: Insertion Deletion Moved from Moved to Style change Format change Moved deletion Inserted cell Deleted cell Moved cell Split/Merged cell Padding cell Statistics: Count Insertions 10 Deletions 10 Moved from 0 Moved to 0 Style change 0 Format changed 0 Total changes 20 54 RESTATED AGREEMENT RELATING TO THE GORTON PROPERTY THIS AGREEMENT is made as of the _______ day of _________, 2013 (the "Effective Date"), by, between, and among THE CITY OF LAKE FOREST, an Illinois municipal corporation (the "City"), and the GORTON COMMUNITY CENTER, an Illinois not-for-profit corporation (the "GCC"); W I T N E S SE T H: WHEREAS, the City is the owner of certain real property at the site of the former Gorton School located at 400 East Illinois Road in Lake Forest, Illinois, and legally described in Exhibit A to this Agreement (the "Property"); and WHEREAS, the Property is improved with a building (the “Building”) and since approximately 1972, the Building and Property has been operated as a community center for the purposes of promoting activities of public interest and bringing together organizations for the benefit and enjoyment of the entire Lake Forest community (the "Community Center"); and WHEREAS, the GCC is a not-for-profit entity financially independent from the City and has an independently appointed Board of Directors; and WHEREAS, the GCC, including its predecessor and related entities, has used various portions, and operated aspects of, the Community Center and Property for over forty years; and WHEREAS, during this time, the Community Center's activities and services have expanded, and the GCC now makes certain facilities of the Property available to organizations benefiting the Lake Forest and Lake Bluff communities and beyond for meetings, programs, and activities in order to enhance cultural, social, recreational, civic, and educational opportunities for the residents of Lake Forest and Lake Bluff and others; and WHEREAS, the GCC has also made the Property available to various other community service organizations, thereby offering the Lake Forest and Lake Bluff communities a true center for accessing many of the organizations and services that enhance the lives of the residents of Lake Forest and Lake Bluff; and WHEREAS, the City recognizes that in GCC's use and operation of the Community Center, GCC has performed, or facilitated other organizations in performing, various services that might otherwise be undertaken directly by the City, including without limitation, cultural and recreational programs, for all ages, and certain social service programs, including day care services provided through the Gorton Children's Drop-In Center (the "Drop-In Center"), which is a part-time day care facility licensed by the State of Illinois; and WHEREAS, the continued operation of the Drop-In Center as part of the Community Center is one of many important considerations in the City's execution of this Agreement; and 55 WHEREAS, the GCC has historically employed, and currently employs, both full-time and part-time staff for purposes of overseeing the operations of the Community Center and the Property (including the Drop-In Center), as well as for the purposes of providing direct services to the community; and WHEREAS, the Community Center has been financed through GCC's, and through related entities', fundraising efforts as well as the proceeds from user fees from the Community Center's programs and income from other organizations and individuals using the Property; and WHEREAS, in addition to its programming and service activities, the GCC has assumed stewardship of the historically significant building, as more fully described herein, and certain facilities on the Property to ensure that such elements of the Property are well maintained and preserved for the benefit of the community; and WHEREAS, the City and GCC have determined that certain administrative efficiencies for the Community Center can be achieved through mutual cooperation; and WHEREAS, in recognition of the evolving role and activities of the Community Center as well as the importance of the Community Center to the City, its residents, and to the broader community in the Lake Forest-Lake Bluff area, GCC and the City desire to fully define their respective roles and responsibilities to each other and with respect to the Property, including the terms and conditions for the development, use, operation, and management of the Property; NOW, THEREFORE, in consideration of the foregoing recitals and the mutual covenants and agreements set forth below and other good and valuable consideration, the sufficiency of which the parties hereto acknowledge, the parties hereby agree as follows: Section 1. Recitals. The foregoing recitals are material to this Agreement and are incorporated herein as if fully set forth in this Section 1. Section 2. Prior Agreements Superseded. This Agreement supersedes and replaces all prior agreements between the City and the GCC, or its predecessor or related entities, including without limitation the following: (i) Operating Agreement for the Property, dated December 30, 2003, (ii) Agreement Relating to the Gorton Property, dated December 30, 2003, (iii) the Agreement Relating to the Payment of Fees Between The City of Lake Forest and the Gorton Community Center Corporation dated March 31, 2009, (iv) the Initial Services Agreement dated November 17, 1984, and (v) the Lease, dated___________________ (the "Prior Agreements"). Upon execution of this Agreement, the terms of the Prior Agreements are rendered null and void. Section 3. Operating Rights and Responsibilities. The City hereby grants, authorizes, and appoints the GCC, and the GCC hereby accepts such grant, authorization, and appointment from the City, all operating, use, occupancy, maintenance, and management rights and responsibilities not reserved to the City hereunder (collectively, “Operate” or “Operation”) relating to the Property and all structures and improvements located thereon, on the terms and conditions set forth herein. Notwithstanding the grant of authority and responsibility for the 56 Property to the GCC, the City retains certain rights and responsibilities relating to the Property, as more fully set forth in this Agreement. Section 4. Term and Charges. A. Initial Term. The GCC shall Operate the Property for an initial term of thirty- three (33) years, which shall expire on ________________, unless sooner terminated as hereinafter provided. The term of this Agreement shall automatically renew for two additional terms of thirty-three (33) years, except as provided in Section 4.B of this Agreement. The initial term and any renewal terms shall be collectively known as the “Term.” B. Renegotiation of Agreement. Not less than 360 days before the scheduled expiration of a Term of this Agreement, either party may notify the other of its desire to terminate or amend the provisions of this Agreement (a "Pre-Termination Notice"). Upon delivery of such Pre-Termination Notice, the parties shall engage in good faith discussions to reach an accord regarding any modified terms of this Agreement; provided, however, that upon the expiration of such 360-day period (or such longer period as the parties may mutually agree in writing), if no accord has been reached regarding the modification of the provisions of the Agreement, the Agreement shall be deemed terminated. C. Other Charges and Fees. The GCC shall pay such other fees and charges as may be provided in this Agreement. Section 5. Operation of the Property. A. GCC’s Use of the Property. During the term of this Agreement, the GCC shall Operate the Property as a Community Center and uses consistent with GCC's historic use of the Property since 1972 as a Community Center, subject to the terms and conditions of this Agreement. In connection with the Community Center Operation, space upon the Property may be used and occupied for: (i) community service, charitable, and other similar purposes that serve the Lake Forest and Lake Bluff communities; (ii) cultural, recreational, and educational activities for the enjoyment and benefit of Lake Forest and Lake Bluff residents of all ages; (iii) facilities in support of community activities, services, and other not-for-profit groups and organizations affiliated with the Lake Forest and Lake Bluff communities; (iv) GCC’s office functions, activities, and programs; (v) the Drop-In Center; and (vi) such other uses that the City may otherwise approve. 57 During the term of this Agreement, the GCC shall continue to Operate the Drop-In Center and to obtain and maintain all required licenses and certifications therefor, unless the City otherwise consents in writing. B. GCC's Development of the Property. The GCC may, without cost of expense to the City, construct additional buildings and structures on the Property, provided that (i) the City grants its prior written approval of such construction as owner of the Property, (ii) the GCC shall apply for and obtain all necessary permits and approvals from applicable federal, state, and local agencies and governmental bodies, including amendments to both the special use permit and this Agreement, and (iii) the use of any such building or structure shall be consistent with the current uses on the Property. Nothing in this Agreement shall preclude the GCC from requesting the City to waive fees or charges that may be due in connection with obtaining licenses, permits, or other required approvals from the City. C. Terms for Third Party Use. During the term of this Agreement, the GCC may impose charges on users and others occupying the Property, and the GCC shall be entitled to keep all proceeds from such user charges. As a condition for any third parties to host events on, or to enter an agreement for longer term use of, the Property or a portion thereof, the GCC shall require such third party (a "Third Party User") to sign a written agreement, which agreement shall provide, inter alia, that (i) the Third Party User shall release and hold harmless the City and its boards, committees, commissions, officers, officials, employees, agents, attorneys, and representatives (the "City Representatives") from and against any suits, actions, lawsuits, injuries, damages, losses, liens, costs, expenses (including any attorneys' fees), judgments, or other claims of any sort of nature (the "Claims") relating to or arising from its use or occupancy of the Property, (ii) the Third Party User's rights to use the Property are subject to the City's rights under and terms of this Agreement. Guests of Third Party Users, need not sign such waivers, but GCC will indemnify the City against any Claims of Third Party Users or their Guests, under Section 12.A. of this Agreement, and GCC shall make reasonable efforts to identify itself or the Third Party User as the host, organizer, or manager of such event. D. Reservation of Use Rights. During the Term of this Agreement, the City shall have the right to use or occupy portions of the Property for purposes that the City may determine to be in the public interest and reasonably compatible with the concurrent use of the Property by the GCC. The City's use and occupancy rights shall be as follows: (i) to occupy such portions of the Property that are otherwise available for use by other persons; (ii) upon not less 365 days notice, to occupy any portions of the Property (not exceeding 1,500 square feet of net rentable space) that are not otherwise subject to an exclusive lease or license to specified portions of the Property; and (iii) in the event of force majeure events affecting the utility of City facilities, the City shall have the right to occupy any portion of the Property not otherwise subject to an exclusive lease or license to specified portions of the Property 58 In connection with its use of any portion of the Property, the City agrees to pay the GCC the same charges that the GCC charges to other users or occupants of the Property, unless the City and the GCC otherwise agree; such use charges shall be subject to annual review by the City in connection with its review and approval of the GCC budget. Section 6. Conditions of Use. The GCC shall, at its sole cost and expense, obtain and abide by any governmental approval that may be required in connection with the use of the Property for the GCC’s intended use, including, without limitation, any zoning, building, or other code requirements of The City of Lake Forest. To the extent that the special use permit for the Property requires an amendment as a result of this Agreement, the parties shall cooperate to seek and obtain any such amendment. Section 7. Undisturbed Operation. Subject to the other terms and provisions of this Agreement, the City agrees that upon performance by the GCC of all terms, covenants, and conditions of this Agreement applicable to the GCC, the GCC shall enjoy all rights to Operate the Property provided in this Agreement, as well as the other rights and privileges granted for the Term, without hindrance or interference by the City. Section 8. Utilities. From the date of execution of this Agreement and continuing throughout the Term, the GCC shall be responsible for obtaining any utility services for the Property that it desires and paying all charges for such utility services used or consumed on the Property. The City agrees to cooperate with the GCC and any utility company requesting utility easements over, under, and across the Property in order to provide utility service to the Property. In the event that the GCC does not timely pay any charge for utility services when due, the City shall have the right, but not the obligation, to pay such charges, and the amount of such charges and any interest or penalties assessed upon delinquent charges (plus the full amount of any expenses, including attorneys' fees, incurred by the City in recovering any paid utility charges, penalties, or interest from the GCC) shall be deemed other charges due from the GCC under this Agreement. Notwithstanding the foregoing, to the extent applicable, GCC as operator of the Building shall enjoy the service benefits available to the Building pursuant to any franchise agreement between the City and any public utility; provided, however, that such service benefits shall not include or be deemed to include any franchise fees or other payments received by or made to the City. Section 9. Access; Inspections. In addition to such access as is reasonably necessary and convenient for the City's use of the Property pursuant to Section 5 of this Agreement, the City and its agents shall have the right to enter the Property for the purpose of examining and inspecting any part of the Property upon reasonable advance notice to GCC if the City deems it necessary or desirable to determine compliance with this Agreement; provided, however, that notice to the GCC shall not be required in the event of a bona fide emergency; provided further, however, that the City and the GCC shall cooperate to the extent feasible in scheduling inspections so as to minimize disruption in the use and occupancy of the Property. Section 10. Finances. A. In General. The GCC's Operation of the Property is dependent on the sound financial footing of the GCC so that the Property is properly maintained and is utilized for the 59 benefit of the Lake Forest and Lake Bluff communities as more specifically set forth in Section 5 of this Agreement. Accordingly, the City has an overriding interest in assuring that the GCC's budget and programming, as well as the GCC's overall fiscal health, are acceptable to the City. At the same time, the City, as owner of the Property, has certain ongoing obligations with respect to the periodic replacement of the major capital elements of the Property and its improvements, subject to the City's determinations respecting its overall budgetary and property management planning. B. Reports. The GCC shall submit to the City, on an annual basis, (i) an audited financial statement undertaken in accordance with generally accepted accounting principles of the GCC’s most recently completed fiscal year, (ii) a status report on fundraising receipts for the benefit of GCC, and (iii) a report or reports regarding the GCC’s maintenance, operation, and repair activities on the Property (including the amounts expended on such activities). C. Budget Review and Approval. 1. Amendment to GCC’s By-Laws. As soon as practical after the signing of this Agreement, the GCC agrees to amend its by-laws (the "GCC By-Laws") to provide that the City shall have the right to appoint the greater of five or one third of the GCC board of directors then holding office (“GCC Board”)(which members appointed by the City shall hereinafter be referred to as the "City GCC Board Members"). The City GCC Board Members shall serve two-year terms, which terms may be renewed in the discretion of the City Council. The GCC By-Laws shall also be amended to provide for a sub-committee, known as the “Finance and Operations Sub-Committee,” which shall be comprised of the City GCC Board Members, the GCC Chairperson, and the GCC Treasurer. The GCC By-Laws shall further provide that: (a) the Finance and Operations Sub-Committee shall perform all duties and responsibilities currently performed by the City's Gorton Community Center Commission; (b) the City GCC Board Members shall be full voting members of the GCC Board; (c) the chairman of the Finance and Operations Sub-Committee shall be a member of the GCC Executive Committee; and (d) the City Manager shall be a non-voting participant of the GCC Board. The GCC shall submit the foregoing amendment of the GCC By-Laws to the City Manager for review and written approval, and, following such approval, the GCC shall not further amend the GCC By-Laws in any way that alters, directly or indirectly, the amendments set forth in this Section 10.C.1. 2. Gorton Commission. Following the adoption of the amendments to the GCC By-Laws as set forth in Section 10.C.1 of this Agreement, the City shall promptly take action to dissolve the City's Gorton Community Center Commission and to appoint the City GCC Board Members. The initial City GCC Board Members may have a term of less than two years for purposes of establishing an appointment date that coincides with the term of the Mayor of the City. 3. Annual Budget. a. On an annual basis, the Finance and Operations Sub-Committee and the GCC Executive Director (who shall report to the GCC Board) shall submit 60 to the City for review and approval, the GCC's annual budget and plans for the use of and programming at the Property (the "Annual Budget and Plan"). The Annual Budget and Plan shall set forth, inter alia, fees and charges for the use and occupancy of the Property, as well as projected additional revenues and expenditures, and identification of specific programs and occupants (to the extent known) of various spaces within the Property. The Annual Budget and Plan shall also include at least the "Minimum Annual GCC Maintenance Investment" (as hereinafter defined). b. In connection with the City's review of the Annual Budget and Plan, the Parties shall review the capital needs of the Building, capital budgets of GCC and the City, the maintenance contracts of the GCC, as well as any adjustments that may be appropriate to the "Listing of Infrastructure Replacement Responsibilities" (as hereinafter defined). Nothing in this Section 10 precludes the GCC from seeking contributions from the City for any significant Building infrastructure costs that the GCC has incurred or anticipates incurring as part of the Annual Budget and Plan process. c. Following such review (which may include interim comments with suggested revisions to the Annual Budget and Plan), the City shall submit its recommendation for approval, approval with modification, or rejection of the Annual Budget and Plan to the full City Council. The City Council shall have the right to approve, approve subject to modifications, or reject the Annual Budget and Plan. d. The GCC shall only be authorized to use and occupy the Property in accordance with an approved Annual Budget and Plan. In the event that the City Council does not approve an Annual Budget and Plan as presented by the GCC, the GCC shall only be authorized to Operate and occupy the Property in accordance with the Annual Budget and Plan last approved by the City Council [subject to rate adjustments not exceeding the change in the Consumer Price Index as defined in 35 ILCS 200/18-185 (the "CPI") since the Effective Date of this Agreement]. e. The Finance and Operations Sub-Committee shall from time-to-time establish guidelines for the GCC regarding the contents of such Annual Budget and Plan, including a timetable for its submission to and review by the City, which guidelines shall be subject to the approval of the City Manager. D. Upkeep, Maintenance, Repair, and Replacement. 1. GCC’s Responsibilities. a. Except as provided in Section 10.D.2 of this Agreement, or except as limited in Section 10.D.1.b, the GCC shall have the responsibility, at its sole cost 61 and expense, for the upkeep, maintenance, repair, renewal, insurance, and replacement of the interior areas of the Building and any accessory buildings and structures on the Property and the improvements thereon in a safe, sanitary, and sound condition in order that such Property may continue to be used for the purposes set forth in this Agreement and the character of such Property may be preserved during the term of this Agreement. b. With respect to the upkeep, maintenance, repair, and replacement of the HVAC, elevator, electrical, plumbing, and fire suppression and alarm systems (but not replacement of lighting and plumbing fixtures) in the Building and any accessory buildings and structures on the Property (collectively, the "GCC Maintenance Obligations"), GCC shall be required to include in its Annual Budget and Plan at least $25,000.00 per year, which amount shall be reviewed and adjusted during every even-numbered anniversary year of this Agreement by mutual agreement of the Parties; provided that, if the Parties cannot mutually agree to an adjusted amount, then the annual amount shall be adjusted to reflect the change in the CPI since the Effective Date of this Agreement (the "Minimum Annual GCC Maintenance Investment"). To the extent GCC does not expend the Minimum Annual GCC Maintenance Investment to satisfy the GCC Maintenance Obligations in any fiscal year, such remaining amount of the Minimum Annual GCC Maintenance Investment shall be placed in a separate account (the "GCC Maintenance Reserve"), which GCC Maintenance Reserve (plus any interest earned thereon) shall be used only for satisfying GCC Maintenance Obligations. If, in any year, the cost of the GCC Maintenance Obligations exceeds the Minimum Annual GCC Maintenance Investment (or such greater amount that may be included in the Annual Budget and Plan), then GCC shall use such moneys that are available in the GCC Maintenance Reserve to undertake any necessary GCC Maintenance Obligations. To the extent the GCC undertakes repair work on the Property for which the City receives proceeds under an applicable insurance policy or similar coverage, the City shall reimburse the GCC for its actual repair costs, but in no event more than the insurance proceeds that the City has actually received. Any such reimbursement amounts shall be deposited in the GCC Maintenance Reserve. Notwithstanding the GCC's obligations pursuant to this Section 10.D.1, the GCC shall not be required to undertake any GCC Maintenance Obligations in excess of the amounts set forth in the Annual Budget and Plan (which shall not be less than the Minimum Annual GCC Maintenance Investment) and amounts available in the GCC Maintenance Reserve. 2. City’s Responsibilities. Notwithstanding the obligations of the GCC as set forth in this Agreement, the City shall retain responsibility for general outside maintenance and upkeep of the Property and the Building. Upkeep of the Property shall include without limitation maintaining, repairing, and replacing driveways, sidewalks, curbs and gutters, drains, parking areas, and fences, 62 including, but not limited to, maintenance of the grassy areas, landscaping, brush, leaf, and snow removal, and spring and fall cleanup. Upkeep of the exterior of the Building shall include without limitation maintaining, repairing, and replacing the roof, gutters, windows, window frames, storm windows, trim, exterior doors, other exterior structural elements, water lines, and sewers, and repair and repainting of exterior surfaces. The City's maintenance and upkeep of the exterior of the Building and the aforementioned exterior elements of the Property shall be performed in a manner equivalent to the City's maintenance and upkeep of other public grounds. In addition, the City shall retain responsibility for the replacement of the items set forth on Exhibit B hereto, which is incorporated into this Agreement by reference (the "Listing of Infrastructure Replacement Responsibilities"). Further, to the extent that GCC is unable to perform the GCC Maintenance Obligations due to unavailability of moneys as set forth in the last paragraph of Section 10.D.1 of this Agreement, the City may also undertake any necessary upkeep, maintenance, repair, and replacement that would otherwise be included in the GCC Maintenance Obligations. The City's obligation to perform the responsibilities set forth in this Section 10.D.2 shall be subject to the City Council authorizing sufficient funds for performing such responsibilities in the Council's sole and absolute discretion, and the failure or refusal of the City Council to so authorize sufficient funds shall not be a breach of any obligation of the City under this Agreement, even if such failure or refusal requires the GCC to modify its use, occupancy, or programming relating to the Property. E. Remedies. In the event that the City determines that the GCC has failed to satisfactorily perform its GCC Maintenance Obligations as required under Section 10.D.1 of this Agreement, the City shall have the right, but not the obligation, (a) to perform any necessary upkeep, maintenance, repair, or replacement itself and to be reimbursed for such upkeep, maintenance, repair, or replacement work by the GCC upon invoice therefor, which reimbursement amount (plus the full amount of any expenses, including attorneys' fees, incurred by the City in recovering such reimbursement amount from the GCC) shall be deemed another charge under this Agreement or (b) to terminate this Agreement, subject to the cure provisions contained in Section 17.A.1 of this Agreement. F. GCC Fundraising; Naming Rights. The Parties acknowledge and agree that part of the activities of the GCC with respect to its Operation of the Property will involve fundraising efforts through private and other contributions. To this end, the Parties also acknowledge that offering naming rights with respect to the Property is a potentially viable means to enhance such fundraising. The City agrees that the GCC may enter into agreements or other arrangements with respect to potential contributors to confer naming rights upon such contributors, subject to the following terms and limitations: 1. The GCC shall not agree to rename the Property or the Building from its current name of "Gorton Community Center" without the approval of the City pursuant to a resolution duly adopted by the City Council. 63 2. Except as provided in Section 10.F.3, the GCC shall not confer naming rights for a period of time extending beyond the then-current Term of this Agreement without the approval of the City pursuant to a resolution duly adopted by the City Council. 3. The GCC shall not confer naming rights upon a corporate donor or honoree without the approval of the City pursuant to a resolution duly adopted by the City Council. In each instance where City Council approval of naming rights is required, the City Council's determinations with respect to naming rights shall be in its sole legislative discretion based on the City Council's determination of the best interests of the City and its residents. Any deliberations by the City Council regarding naming rights under this Subsection 10.F shall take place in executive session, to the extent permitted by law. Any City Council approval of naming rights as required in this Agreement shall be through the approval of an agreement between the City and GCC in substantially the form attached hereto as Exhibit C (a "Naming Rights Agreement"). In connection with any request for naming rights, the GCC shall provide to the City such information regarding the naming rights and donation as the City may reasonably request; provided that, for any request for approval of naming rights involving a donation in excess of $1,000,000.00 (which amount shall be adjusted every ten years to reflect changes in the CPI)(the "Threshold Amount"), the GCC shall certify to the City that the donation exceeds the Threshold Amount, but GCC shall not be required to disclose the specific amount of the donation. Nothing shall prevent the GCC from granting naming rights for any portion of the Property without City approval so long as such grant is not inconsistent with the terms of this Section 10.F, and provided that such grant of naming rights is subject to terms allowing termination resulting from illegal or immoral acts of the grantee. The City waives all rights to any donations or contributions made in connection with the granting of any naming rights that comport with the terms of this Subsection 10.F. Any Naming Rights Agreement between the City and the GCC entered pursuant to this Subsection 10.F shall be independent of this Agreement, notwithstanding termination of this Agreement. Section 11. Additions and Major Structural Changes; Rebuilding in the Event of Fire or Other Casualty. A. Improvements to Property. Subject to the parties' responsibilities under Section 10 of this Agreement, any addition, remodeling, new construction, or major structural changes to the Property or any building or structure thereon shall be permitted only if: (i) such addition, remodeling, new construction, or change shall not adversely affect the parties' ability to use the Property for its intended purposes (exclusive of disruption due to construction); (ii) such addition, remodeling, new construction, or change shall conform to the terms of this Agreement and applicable building codes; (iii) such addition, remodeling, new construction, or change shall be undertaken at no cost to the City unless the City proposes the addition, remodeling, new construction, or major structural changes, and either the City agrees to pay for such work or the parties otherwise agree to an allocation of the cost of such addition, remodeling, new construction, or change. 64 B. Damage Other than Material Damage. In the event that the Building is damaged by fire, storm, or other casualty (with the exception of "material damage” as defined in Section 11.D) the repair, rebuilding, replacement, or restoration of the damaged property shall be completed by the GCC or the City, depending on the nature of the damage and the party responsible in accordance with Section 10.D of this Agreement, and subject to the limitations in Section 10.D of this Agreement. In the event that damage affects portions of the Property for which each of the parties are responsible, then the City shall have primary responsibility for undertaking the repair, rebuilding, replacement, or restoration work required; provided that such work shall be undertaken in cooperation and consultation with the GCC; and provided further that the GCC shall be financially responsible to the City for the costs incurred as a result of damages within its area of responsibility as set forth in and subject to the limitations of Section 10.D.1. Any repair, rebuilding, replacement, or restoration of the damaged property shall be undertaken in a manner consistent with the design, character, and quality of the improvements to be restored. Notwithstanding anything to the contrary in this Section 11.B, to the extent that insurance proceeds are available covering said damage (including, without limitation, the insurance obtained by the City or the GCC pursuant to Section 13 hereof), such insurance proceeds shall be applied to the costs of such repair, rebuilding, restoration, or replacement before the financial obligations of either party as set forth in this Section 11.B shall be triggered; provided further that, to the extent that a deductible amount must be satisfied in order to access insurance proceeds, the City shall have no obligation to pay such deductible amount unless such expenditure is approved by resolution of the City Council. With respect to ongoing conditions of seepage and mold, the parties acknowledge that this affects each of their areas of responsibility and shall work cooperatively to address such conditions. C. Material Damage. In the event that the Building is damaged by fire, storm, or other casualty and such damage is "material damage" as defined in Section 11.D, the damaged property shall be rebuilt, repaired, restored, or replaced only if, within 365 days after such damage has been determined to be "material damage" as provided in Section 11.D (or such longer period as the Parties may mutually agree in writing), the City and the GCC agree on: (i) the nature, design, character, manner, and cost of the work necessary to rebuild, repair, restore, or replace the damaged portion of the Building in a manner so as to be consistent with the existing building, and (ii) the application of insurance proceeds to the costs of such rebuilding, repair, restoration, and replacement and the allocation of any costs thereof which exceed such insurance proceeds. If the City and the GCC cannot so agree within 365 days, the City shall have the right to terminate this Agreement and to assume full control and rights to occupy the Property and the Building. D. Definition of Material Damage. For purposes of Subsections 11.B and 11.C, "material damage" shall be deemed to exist if the Building is damaged to the extent of 50% or more of its value as determined on a replacement cost basis. If the City and the GCC cannot agree as to the existence or non-existence of "material damage" within 30 days of the time the damage occurred, the City shall select an independent consultant qualified in such matters to assess the damage, and such consultant's determination shall be final and binding upon the parties. Damage to any accessory building or structure on the Property shall not be deemed to be "material damage." 65 Section 12. Indemnification. A. By GCC. The GCC shall indemnify, save harmless, and defend the City and the City Representatives from and against any and all claims that may arise, or be alleged to have arisen, out of or in connection with (i) the GCC’s Operation of or on the Property; (ii) any act or omission of the GCC whether or not due or claimed to be due in whole or in part to the active, passive, or concurrent negligence or fault of the GCC, except to the extent caused by the sole negligence of the City; or (iii) any breach of this Agreement by the GCC. The GCC shall not cause any liens to be placed on the Property without the express prior written consent of the City. Should any lien be placed on the Property as a result of the actions or inactions of the GCC, the City shall have the right, but not the obligation, to discharge such lien in order to prevent either an imminent foreclosure on the lien or an imminent judicial sale of the Property, and the full amount paid in discharging such lien (plus full amount of any expenses, including attorneys' fees, incurred by the City in recovering the paid lien amount from GCC) shall be deemed an other charge upon the GCC under this Agreement. B. By the City. The City shall indemnify, save harmless, and defend the GCC, its boards, committees, commissions, officers, agents, and employees, against any and all lawsuits, claims, demands, liens, damages, liabilities, losses, and expenses, including attorneys’ fees and administrative expenses, that may arise, or be alleged to have arisen, as a direct result of any default under this Agreement by the City. Section 13. Insurance. A. The GCC shall obtain, maintain, and continue in effect throughout the term of this Agreement at least the following policies of insurance or equivalent coverages issued by a company with at least an “A” rating from the most recently published Alfred M. Best and Company Guide and authorized to do business in the State of Illinois or an intergovernmental self-insurance pool authorized by the State of Illinois (such as the Intergovernmental Risk Management Agency): 1. General comprehensive liability insurance, insuring the GCC against liability for personal and bodily injury, death, or damage to property arising out of the Operation of the Property by the GCC. Such insurance shall provide coverage with policy limits of not less than $2 million in the event of bodily injury or death to one or more persons and in an amount of not less than $2 million for property damage. 2. If applicable, automobile liability insurance, on an “any auto” basis, with a combined single limit for personal injury and property damage not less than $1 million. 3. Workers’ compensation insurance, with such limits as are required by law. 4. Employer’s liability insurance, with limits not less than $500,000 per person-injury and $1 million per occurrence. 66 5. Such insurance as may be required in connection with the licensure of the Drop-In Center. The foregoing policy limits shall be reviewed every fifth anniversary of this Agreement, and the City may require the GCC to increase the minimum policy amounts; provided, however, that no such increase in the minimum policy amounts shall exceed the increase in the "Consumer Price Index" as defined in 35 ILCS 200/18-185 (2002). Unless the City and the GCC otherwise agree and so long as it is commercially reasonable, such policies shall have a maximum per occurrence deductible of $1,000.00. To the extent feasible, the GCC shall have the City identified as an "additional insured" (or equivalent) in connection with the foregoing coverages. The City reserves the right to receive, review, and approve any insurance policy that the GCC obtains. Any such policy shall provide that the policy may not be cancelled or changed without the GCC and the City receiving notice of such impending cancellation or change at least 30 days in advance of the effective date of such cancellation or change. Nothing in this Agreement shall preclude the GCC from obtaining other insurance, including insurance for personal articles or other improvements, fixtures, and furnishings of the GCC on the Property; such other policies shall not be subject to the terms and requirements set forth for other policies in this section. B. Subject to the availability of insurance on commercially reasonable terms, the City shall maintain, at its sole cost and expense during the term of this Agreement, "all risk" property insurance for the Property in an amount reasonably equivalent to the estimated replacement value of the buildings, structures, and related improvements on the Property (including the Building). C. Upon request of the other party, the City or the GCC shall promptly provide the other party with copies of insurance policies or coverage documents that are required under this Section 13. Section 14. Eminent Domain. In the event that all or substantially all of the Property shall be taken by any governmental agency or utility that has the power of eminent domain, then the GCC shall have the right to terminate this Agreement within 60 days thereafter. Each party shall have the right to maintain its own respective action against the condemning authority for its respective damages and neither party shall have any interest in any award granted to the other. The City agrees not to exercise its right of eminent domain with respect to the Property. Section 15. Environmental Compliance. A. The GCC shall, at the GCC’s sole cost and expense, comply with all environmental laws pertaining to the GCC’s Operations on the Property, including the following (collectively referred to as the “Environmental Laws”): 1. Any applicable federal, state, or local statute, law, ordinance, rule, regulation, code, license, permit, authorization, approval, consent, order, judgment, decree, injunction, directive, requirement by, of, or agreement with any governmental agency, existing as of this Agreement's execution date and as enacted or amended thereafter, relating to: 67 a. the protection, preservation, or restoration of the environment (including, without limitation, air, water, vapor, surface water, ground water, drinking water supply, surface land, subsurface land, plant and animal life, or any other natural resource), or to human health and safety; or b. the exposure to, or the use, storage, recycling, treatment, generation, transportation, processing, handling, labeling, production, release, or disposal of, hazardous substances. 2. The Environmental Laws also includes, without limitation, any common law or equitable doctrine (including, without limitation, injunctive relief and tort doctrines such as negligence, nuisance, trespass, and strict liability) that may impose liability or obligations for injuries or damages related or incidental to, or threatened as a result of, the presence of or exposure to any hazardous substance and the following statutes and implementing regulations: a. the Clean Air Act, as amended (42 U.S.C. § 7401 et seq.); b. the Water Pollution Control Act, as amended (33 U.S.C. § 1251 et seq.); c. the Resource Conservation and Recovery Act, as amended (42 U.S.C. § 6901 et seq.); d. the Comprehensive Environmental Response, Compensation and Liability Act, as amended (42 U.S.C. § 9601 et seq.); e. the Toxic Substances Control Act, as amended (15 U.S.C. § 2601 et seq.); and f. the Occupational Safety and Health Act, as amended (29 U.S.C. § 651 et seq.). B. Except as is customary for ordinary cleaning and maintenance, the GCC shall not cause or permit any hazardous substance to be brought, kept, stored, or used in or about the Property in violation of any of the Environmental Laws. “Hazardous substance” includes, without limitation, any explosive or radioactive material, asbestos, asbestos containing material, urea formaldehyde foam insulation, polychlorinated biphenyls, special waste, or petroleum products or any derivative or by-product thereof, methane, toxic waste, pollutant, contaminant, hazardous waste, toxic or hazardous substances, or related materials, as defined in the Environmental Laws. C. If the GCC causes or permits any hazardous substance to be brought, kept, stored, or used in or about the Property in violation of any of the Environmental Laws and such violation results in the contamination of the Property, the GCC shall indemnify, save harmless, and defend the City and the City Representatives against any and all lawsuits, claims, demands, 68 damages, liabilities, losses, and expenses, including attorneys’ fees and administrative expenses (collectively, "Claims"), that may arise, or be alleged to have arisen, out of or in connection with the GCC’s acts or omissions in connection with such hazardous substance whether or not due or claimed to be due in whole or in part to the active, passive, or concurrent negligence or fault of the GCC, except to the extent caused by the sole negligence of the City. D. The GCC represents, covenants, and warrants that the GCC’s Operations in, on, or under the Property shall be in compliance with all applicable Environmental Laws. E. Nothing in this Agreement shall require either party to assume any responsibility for any violation of Environmental Law caused by the act or omission of the other party. F. In the event that the GCC is subject to Claims arising from alleged non- compliance with any applicable Environmental Laws that relate solely to the Property and is unrelated to any action or inaction of the GCC (or any of its predecessors, whether incorporated or unincorporated) and its Operations on the Property, the City shall indemnify, save harmless, and defend the GCC and its board members, directors, officers, officials, employees, agents, attorneys, and representatives against all such Claims. Section 16. Assignment. The GCC may not assign or otherwise transfer all or any part of its interest in this Agreement or in the Property without the prior written consent of the City. Any assignment or transfer without such written consent shall, at the City's option, be deemed to be void and of no force or effect. Notwithstanding any assignment or transfer, the GCC shall remain fully liable on this Agreement and shall not be released from performing any of the terms, covenants, or conditions of this Agreement. Section 17. Default and Other Disputes. A. GCC Default: 1. The GCC shall be in default of this Agreement if the GCC (i) breaches any covenant or condition of this Agreement and fails to cure such default within 30 days after notice from the City specifying the default complained of (provided that if such default is not reasonably susceptible of cure within said 30 day period and if the GCC is diligently and continuously pursuing such cure to completion, then such cure period shall be extended for such period of time as is reasonably necessary to complete the curative activities), or (ii) abandons the Property. 2. In the event of a default as described above, the City shall have the right, at its option, in addition to and not exclusive of any other remedy the City may have in law or equity with only such further demand or notice as may be required by applicable law, to re-enter the Property and eject all persons therefrom, and declare this Agreement at an end. 3. In the event of a default as described above, no re-entry and taking of possession of the Property by the City shall be construed as an election on the City’s part to terminate this Agreement, regardless of the extent of 69 renovations and alterations by the City, unless a written notice of such intention is given to the GCC by the City. Notwithstanding any re-entry and taking of possession of the Building and Property without termination, the City may at any time thereafter elect to terminate this Agreement for such previous breach. B. City Default. The City shall be in default of this Agreement if the City shall breach any of its covenants contained in this Agreement and does not cure such other default within 30 days after notice from the GCC specifying the default complained of (provided that if such default is not reasonably susceptible of cure within said 30 day period and if the City is diligently and continuously pursuing such cure to completion then such cure period shall be extended for such period of time as is reasonably necessary to complete the curative activities). The parties agree that the City shall not be in default for any failure or refusal to budget or expend funds for the upkeep, maintenance, repair, or replacement of the Property (including failure or refusal to address matters set forth in the List ing of Infrastructure Replacement Responsibilities). C. Other Disputes. In addition to matters that may constitute a breach or default under this Agreement, the parties shall attempt to resolve all other disputes arising under this Agreement amicably between themselves. Section 18. Force Majeure. Except as otherwise expressly set forth herein, in the event that either party hereto shall be delayed or hindered in, or prevented from, the performance of any act required hereunder by reason of strikes, lock-outs, labor troubles, inability to procure materials, failure of power, restrictive laws or regulations of governmental agencies, riots, insurrection, war, or other reasons of a like nature not the fault of the party delayed in doing acts required under the terms, covenants, and conditions of this Agreement (all of such reasons or causes referred to in this Agreement as “Force Majeure”), then performance of such acts shall be excused for the period of the delay and the period of the performance of any such act shall be extended for a period equivalent to the period of such delay. Section 19. Termination; Surrender of Property. A. Terminating Events. This Agreement shall terminate upon the occurrence of any one or more of the following events: 1. The GCC and the City mutually agree to terminate this Agreement. 2. Upon the expiration of any applicable cure period following a default of either of the parties pursuant to this Agreement. 3. The expiration of the initial Term (or any additional Term as authorized pursuant to Section 4.A of this Agreement), subject to the termination provisions in Section 4.B. 4. The following changes to the organizational structure of the GCC: (a) dissolution of the GCC, whether voluntary or involuntary; (b) merger of the GCC into, or acquisition of the GCC by, another organization; (c) the 70 disposition of all or a substantial portion of the assets and properties of the GCC; or (d) such a substantial change in the purposes or functions of the GCC that it no longer Operates or is no longer able to Operate as a community center serving the residents of the City and the Village of Lake Bluff, unless (i) the organization succeeding to or acquiring the GCC or acquiring its assets and properties shall be capable of carrying on the activities of the GCC and shall agree to assume the GCC's obligations and responsibilities under this Agreement and (ii) the City shall consent to the substitution of such organization as a party to this Agreement in lieu of the GCC. 5. In the event that the Building suffers "material damage" (as defined in Section 11.D of this Agreement) and, within a period of 365 days from the date that the existence of such "material damage" has been determined, the City and the GCC fail to come to an agreement upon an acceptable program for the rebuilding, repair, or restoration of the Gorton Building. 6. In the event that the Building or a substantial portion thereof ceases to be fit for the intended purposes of this Agreement or otherwise not fit for habitation or occupancy in accordance with the codes and regulations of the City. B. City’s Use of the Property Upon Termination. Upon termination of this Agreement, the GCC shall cease Operations and deliver possession of the Property to the City, and all improvements or additions to the Property, if any, made to the Property by the GCC shall become the property of the City without compensation therefor. The City may, then, at its option (i) occupy, operate, and manage the Property or any portion thereof; (ii) lease or license the Property or any portion thereof to other persons or organizations; (iii) sell or dispose of the Property or any portion thereof; or (iv) make such other use of the Property as the City deems appropriate. Upon surrender of the Property, the GCC shall return the Property and Building to the City in reasonably good repair consistent with the maintenance obligations under this Agreement, including removal and restoration of all portions of the Property or Building affected by any naming rights granted by the GCC and not subject to a Naming Rights Agreement. Section 20. Administrative Services and Other Agreements. A. Provision of Administrative Services. The City will make available to the GCC certain administrative services as may be agreed upon from time-to-time by the City Manager. Any such agreement for services shall only be authorized if such services will be without additional cost to the City, or if the GCC reimburses the City for any such additional costs. Any such agreement for services that the City Manager may approve shall be subject to the City's ability to perform all authorized City activities, and such agreements shall be terminable at the will of the City or the GCC upon no less than 90 days' written notice; provided that the City shall not so terminate any such agreement unless the City Manager determines that the City's performance under any such agreement will inhibit or interfere with the City's ability to perform 71 its own authorized activities. In no event shall the City be required to employ additional personnel in order to provide any services to the GCC in accordance with this Agreement. B. Liquor Licensing. The Parties acknowledge that, in conjunction with the programming for and use of the Property, the GCC (either for itself or its occupants) may from time-to-time desire to make available alcoholic beverages. The Parties hereby agree to execute and deliver to each other duplicate originals of the "Reciprocal Fee Agreement" attached hereto as Exhibit D. Section 21. Taxes; Exemption. A. Exemption. The parties mutually acknowledge (i) their belief that the Property is entitled to a real estate tax exemption, and (ii) their mutual obligation to seek, obtain, and maintain the Property’s tax exempt status. B. Payment Rights and Obligations. The GCC shall pay, promptly and before they become delinquent, all general and special real estate taxes assessed during the Term of this Agreement, if any, upon or against the land and improvements comprising the Property to the extent that such taxes are imposed upon the Property as a result of the use, occupancy, or Operation of the Property by the GCC or any of its Third Party Users. In the event that the GCC does not timely pay any real estate taxes when due, the City shall have the right, but not the obligation, to pay such taxes, and the amount of such taxes and any interest or penalties assessed upon any past-due taxes (plus the full amount of any expenses, including attorneys' fees, incurred by the City in recovering any taxes, interest, or penalties paid from GCC) shall be deemed an other charge due from the GCC under this Agreement. C. Failure to Obtain Exemption. Failure to obtain or delay in obtaining a real estate tax exemption as provided above shall not constitute a breach of this Agreement. D. Other Taxes. In addition to real estate taxes, GCC shall pay any and all other taxes arising from its use and Operation of the Property. Section 22. Additional Properties and Donations. A. Additional Properties. With the consent of the City and the GCC, additional properties donated or leased to the City or otherwise acquired by the City may become subject to the terms of this Agreement. B. Donations. The City shall not actively solicit donations relating to the Property. If offered, however, donations may be accepted by the City and transferred to the GCC for use in the preservation, improvement, or restoration of the Property or any portion thereof or for any other purpose that is compatible with the Operation of the Property, under such conditions and limitations as the donor may specify; provided, however, that to the extent any donation delivered expressly for the purpose of preserving, improving, restoring, or maintaining the exterior of the Building or portions of the Property other than the Building, the City shall keep all such donations in a separate fund to be expended solely for the purposes specified. The City agrees to notify the GCC promptly of any such donations so received. 72 Section 23. General. A. Notices. Any notice or other communication required or permitted to be given under this Agreement shall be in writing and shall be (a) personally delivered, (b) delivered by a reputable overnight courier, or (c) delivered by certified mail, return receipt requested, and deposited in the U.S. Mail, postage prepaid. Telecopy notices shall be deemed valid only to the extent they are (i) actually received by the individual to whom addressed and (ii) followed by delivery in the manner described in either (a), (b), or (c) above within three business days thereafter. Unless otherwise expressly provided in this Agreement, notices shall be deemed received at the earlier (x) of actual receipt, or (y) one business day after deposit with an overnight courier as evidenced by a receipt of deposit or (z) three business days following deposit in the U.S. mail, as evidenced by a return receipt. Notices shall be directed to the parties at their respective addresses set forth below or at such other address as either party may, from time-to-time, specify by written notice to the other in the manner described above: City: GCC: The City of Lake Forest Gorton Community Center 220 E. Deerpath 400 East Illinois Road Lake Forest, Illinois Lake Forest, IL 60045 Attention: City Manager Attention: Executive Director B. Binding Effect. The benefits of this Agreement shall inure to and the obligations hereof shall be binding upon the heirs, personal representatives, successors, and assigns of the respective parties hereto. C. Time of the Essence. Time is of the essence in the performance of all terms, covenants, and conditions of this Agreement. D. Rights Cumulative. Unless expressly provided to the contrary in this Agreement, each and every one of the rights, remedies, and benefits provided by this Agreement shall be cumulative and shall not be exclusive of any other such rights, remedies, and benefits allowed by law. E. Non-Waiver. The failure of the City or the GCC to enforce against the other any term, covenant, or condition of this Agreement shall not be deemed a waiver thereof, nor void or affect the right of the aggrieved party to enforce the same term, covenant, or condition on the occasion of any subsequent breach or default; nor shall the failure of either party to exercise any option in this Agreement upon any occasion arising therefor be deemed or construed to be a waiver of the right to exercise that same kind of option upon any subsequent occasion. F. No Joint Venture. The parties mutually acknowledge and agree that, although, the City and the GCC are separate and independent legal entities, each responsible for their own affairs and obligations (including without limitation all matters of contract, finance, employment, and governance), they are pursuant to this Agreement engaged in a common endeavor relating to public business concerning the operation of a community center on municipal property for public 73 benefit and that their activities and responsibilities in this regard are intended to be closely enmeshed and coordinated through the terms of this Agreement. It is hereby further understood and agreed that nothing contained in this Agreement shall be deemed or construed as creating the relationship of principal and agent, partnership, or joint venture between the parties hereto, it being agreed that no provision herein contained nor any acts of the parties herein shall be deemed to create any relationship between the parties hereto other than the relationship of contracting parties as herein set forth. G. Consents. Whenever the consent or approval of either party is required herein, such consent or approval shall be in writing and shall not be unreasonably withheld or delayed, and, in all matters contained herein, both parties shall have an implied obligation of reasonableness, except as may be expressly set forth otherwise. H. Warranties Regarding Execution. 1. In order to induce the GCC to enter into this Agreement, the City hereby warrants and represents to the GCC as follows: a. The City has the authority and legal right to make, deliver, and perform this Agreement and has taken all necessary actions to authorize the execution, delivery, and performance of this Agreement; and b. The execution, delivery, and performance of this Agreement (i) is not prohibited by any requirement of law under any contractual obligation of the City; (ii) will not result in a breach or default under any agreement to which the City is a party or to which the City is bound; and (iii) will not violate any restrictions, court order, or agreement to which the City is subject; and c. The party executing this Agreement on behalf of the City has full authority to bind the City to the obligations set forth herein. 2. In order to induce the City to enter into this Agreement, the GCC hereby warrants and represents to the City as follows: a. The GCC has the authority and legal right to make, deliver, and perform this Agreement and has taken all necessary actions to authorize the execution, delivery, and performance of this Agreement; and b. the execution, delivery, and performance of this Agreement (i) is not prohibited by any requirement of law under any contractual obligation of the GCC; (ii) will not result in a breach or default under any agreement to which the GCC is a party or to which the GCC is bound; and (iii) will not 74 violate any restrictions, court order, or agreement to which the GCC is subject; and c. The party executing this Agreement on behalf of the GCC has full authority to bind the GCC to the obligations set forth herein. I. Governing Law. This Agreement shall be governed by, construed, and enforced in accordance with the internal laws, but not the conflict of laws rules, of the State of Illinois. J. Severability. If any term, covenant, or condition of this Agreement is held by a court of competent jurisdiction to be invalid, void, or unenforceable, the remainder of the provisions hereof shall remain in full force and effect and shall in no way be affected, impaired, or invalidated thereby. In addition, to the extent any invalidity is the result of a procedural deficiency that can be readily cured, the parties agree to take such curative actions as may be necessary or appropriate. K. Grammatical Usage and Construction. In construing this Agreement, feminine or neuter pronouns shall be substituted for those masculine in form and vice versa, and plural terms shall be substituted for singular and singular for plural in any place in which the context so requires. L. Interpretation. This Agreement shall be construed without regard to the identity of the party who drafted the various provisions hereof. Moreover, each and every provision of this Agreement shall be construed as though all parties hereto participated equally in the drafting and approval thereof. As a result of the foregoing, any rule or construction that a document is to be construed against the drafting party shall not be applicable hereto. M. Headings. The table of contents, heading, titles, and captions in this Agreement have been inserted only for convenience and in no way define, limit, extend, or describe the scope or intent of this Agreement. N. Exhibits. Exhibits A through D attached hereto are, by this reference, incorporated in and made a part of this Agreement. In the event of a conflict between an exhibit and the text of this Agreement, the text of this Agreement shall control. O. Amendments and Modifications. This Agreement may not be modified or amended except by written instrument executed by each of the parties hereto. P. Counterpart Execution. This Agreement may be executed in several counterparts, each of which, when executed, shall be deemed to be an original, but all of which together shall constitute one and the same instrument. [END OF TEXT; SIGNATURES CONTINUE ON THE FOLLOWING PAGE] 75 IN WITNESS WHEREOF, the parties hereto have executed this Agreement as of the date first above written. GORTON COMMUNITY CENTER, an Illinois not-for-profit corporation ATTEST: By _________________________________ ___________________________ Its _________________________________ THE CITY OF LAKE FOREST, a municipal corporation ATTEST: By ________________________________ Mayor ________________________________ City Clerk #12067193_v14 76 EXHIBIT A Legal Description of the Property 77 EXHIBIT B Listing of Infrastructure Replacement Responsibilities List of HSEI Items City's Area of Responsibility HVAC Units & Controls End of Life Cycle Capital Replacement Elevator Cab, Hydlcs & Controls End of Life Cycle Capital Replacement Fire Suppression Systems & Fire Alarm System End of Life Cycle Capital Replacement Rekeying Entire Building (108 doors) One-time Capital Replacement Security Camera System One-time Capital Improvement 78 EXHIBIT C Naming Rights Agreement THIS NAMING RIGHTS AGREEMENT is made as of the _______ day of _________, 2___, by, between, and among THE CITY OF LAKE FOREST, an Illinois municipal corporation (the "City"), and the GORTON COMMUNITY CENTER, an Illinois not-for-profit corporation (the "GCC"); 1. RECITALS. A. The City and the GCC have previously entered into that certain "Restated Agreement Relating to the Gorton Property," dated ______________, 2013 (the "Gorton Agreement"), which relates to the "Property" and "Building" as defined in the Gorton Agreement. B. Pursuant to Section 10.F of the Gorton Agreement, the GCC has the authority to confer naming rights for specified periods of time relating to the Property and Building (or portions thereof) that are the subject of the Gorton Agreement, or otherwise to confer naming rights only upon approval of the City Council of the City. C. The GCC has made a request to the City for authority to confer naming rights to the portion of the Property or Buildings as more particularly described in Exhibit 1 to this Agreement (the "Naming Rights Request"). D. The City and the GCC have both determined that granting the Naming Rights Request will benefit the Lake Forest-Lake Bluff communities through the continuation or enhancement of the facilities on, and/opportunities made available at, the Property. 2. GRANT OF NAMING RIGHTS AUTHORITY. The City hereby grants to GCC the authority to confer naming rights with respect to the Naming Rights Request, subject to the following terms: A. The authority relating to the Naming Rights Request shall continue until _____________________ (the "Termination Date"). B. The GCC shall ensure that any physical alteration to the Property or the Building in connection with the Naming Rights Request shall be done in a workmanlike manner and shall cause no structural or other material or irreversible damage to the Property or the Building and shall create no hazardous conditions. C. Prior to any installation with respect to the Naming Rights Request, the GCC shall deliver to the City photographic or other documentation reasonably requested by the City to establish the conditions of the area of the Property or Building affected by the Naming Rights Request (the "Pre-Existing Condition"). The GCC shall 79 cause the Property and Building to be restored to the Pre-Existing Condition following the Termination Date. In addition, the GCC shall provide the City with such security as may be set forth in Exhibit 2 to this Agreement to ensure the successful restoration of the Property and Building to the Pre-Existing Condition. D. The Naming Rights Request shall be subject to such additional conditions as are set forth in Exhibit 2 to this Agreement. 3. Breach; Enforcement; Remedies. A. Breach of Conditions by the GCC. In the event that the GCC breaches any condition of this Agreement, the GCC shall have 30 days to cure such breach after notice from the City specifying the default complained of (provided that if such default is not reasonably susceptible of cure within said 30-day period and if the GCC is diligently and continuously pursuing such cure to completion, then such cure period shall be extended for such period of time as is reasonably necessary to complete the curative activities). In the event that the GCC shall fail to cure such breach, the City may in its sole discretion either: 1. Enter upon the Property or into the Building to undertake curative measures, after which the GCC shall reimburse the City for such costs of cure within 30 days after receipt of invoice therefor. In the event that such reimbursement payment is not timely made, the GCC shall pay the City interest on such amount at a rate of 1% per month, and the City may pursue any actions for collection of the reimbursement amount, any interest due, plus all costs of collection relating thereto (including reasonable attorneys fees). 2. Terminate this Agreement and remove all vestiges of the Naming Rights Request and otherwise restore the Property and Building to the Pre-Existing Condition. In so restoring the Pre-Existing Condition, the City shall recover any costs incurred by applying any security it has received from or on behalf of the GCC. To the extent that such security is insufficient to reimburse the City for such costs, the City may pursue any remedy available at law or in equity to collect any outstanding amount of the restoration costs, plus all costs of collection relating thereto (including reasonable attorneys fees). B. Breach by the City. In the event that the City breaches any condition of this Agreement, the City shall have 30 days to cure such breach after notice from the GCC specifying the default complained of (provided that if such default is not reasonably susceptible of cure within said 30-day period and if the City is diligently and continuously pursuing such cure to completion, then such cure period shall be extended for such period of time as is reasonably necessary to complete the curative activities). If the City does not cure such breach in a timely manner, the GCC shall may pursue any remedy available at law or in equity to effect such cure, including an action for specific performance; provided that in no case shall the GCC be entitled to monetary damages against the City or any of its elected or appointed officials, officers, employess, agents, attorneys, or representatives. 80 4. General. Section 23 of the Gorton Agreement is hereby incorporated into and made a part of this Agreement, except that the reference to Exhibits in Section 23.N of the Gorton Agreement shall herein refer to Exhibits 1 and 2. [END OF TEXT; SIGNATURES CONTINUE ON THE FOLLOWING PAGE] 81 IN WITNESS WHEREOF, the parties hereto have executed this Agreement as of the date first above written. GORTON COMMUNITY CENTER, an Illinois not-for-profit corporation ATTEST: By _________________________________ ___________________________ Its _________________________________ THE CITY OF LAKE FOREST, a municipal corporation ATTEST: By ________________________________ Mayor ________________________________ City Clerk 82 EXHIBIT 1 Naming Rights Request 83 EXHIBIT 2 Conditions [Morals Clause providing for termination resulting from illegal or immoral acts of the grantee of the naming rights] 84 EXHIBIT D Reciprocal Fee Agreement 85 AGREEMENT RELATING TO THE PAYMENT OF FEES BETWEEN THE CITY OF LAKE FOREST AND THE GORTON COMMUNITY CENTER CORPORATION THIS AGREEMENT is made as of the ________ day of ________, 2013, by, between, and among THE CITY OF LAKE FOREST, an Illinois home rule and special charter municipal corporation (the “City”), and the GORTON COMMUNITY CENTER, an Illinois not-for-profit corporation (the “GCC”), which parties, in consideration of the mutual covenants herein set forth and other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, do hereby agree as follows: Section 1. Recitals. a. In 2013, the City and GCC entered into "A Restated Agreement Relating to the Gorton Property" (the "Restated Agreement"), which agreement establishes the parties' respective roles and responsibilities to each other and with respect to the real property and improvements located at 400 East Illinois Road in Lake Forest, Illinois (the "Property"), including terms and conditions for the development, use, occupancy, operation, and management of the Property. b. The Restated Agreement sets forth the fees that the City must pay to GCC to use the facilities, as well as the fees that GCC must pay to the City for various licenses, permits, or approvals. c. Section 20.B of the Restated Agreement authorizes both the City and GCC to agree on alternate fee arrangements. d. In furtherance of the terms of the Restated Agreement, the City and GCC desire to agree on a payment arrangement, whereby the City waives all applicable fees (raffle licenses and 86 special event permit fees, including dumpster delivery/pickup charges, for events at the Gorton Community Center, The Friends of Gorton and the Parents Board of the Gorton Children's Drop- In Center) or charges associated with obtaining licenses, permits, or other required approvals from the City, including the fee charged for an F-5 liquor license, in exchange for modifications to the user fee charges in connection with the Property and other consideration. Section 2. Fee Waivers; Use of the Property; Polling Place Availability. a. Waive Liquor License Fees. Pursuant to Section 20.B of the Restated Agreement, the City agrees to waive all fees and charges that may be due in connection with GCC's obtaining licenses, permits, or other required approvals from the City, including an F-5 liquor license. Nothing in this Agreement waives the requirement that GCC must otherwise satisfy the qualifications for obtaining an F-5 liquor license. b. The GCC's Agreement to Allow City Use of the Property. Pursuant to Section 20.B of the Restated Agreement, GCC agrees that the City may use space in the Property, including one weekday use of the Auditorium, but the first twenty-five (25) daily use charges in any calendar year shall be waived. Thereafter, the City will be charged the lowest available daily use rate extended to not-for-profit entities for any uses exceeding twenty-five (25). c. Priority Use of the Property. The City and GCC agree that scheduling of space shall be on as "as available" basis, meaning the space has not been previously rented by another party. In the event a revenue opportunity arises for space reserved by the City, both parties agree to work together to re-schedule space, time, or date for their mutual benefit. In the event of a scheduling conflict for use of space within the Property between the City and a third party that involves a publicly announced meeting (e.g., Ward meeting), the City will receive priority for its requested usage of the Property. 87 Section 3. Restated Agreement Not Amended. No provisions contained herein in any way alter or modify the Restated Agreement or the Restated Agreement between the City and the GCC. Section 4. Amendment. This Agreement may only be amended in writing signed by both parties. [Signature page to follow.] 88 IN WITNESS THEREOF, the parties hereto have executed this Agreement as of the day and year first above written. ATTEST: THE CITY OF LAKE FOREST ____________________ ____________________________________ Deputy City Clerk City Manager ATTEST/WITNESS: GORTON COMMUNITY CENTER CORPORATION ____________________ By: ____________________________________ Its: ____________________________________ 89 90 91 92 Glenbrook's Site Improvement Quote:Amount Demolition & Site Improvement 82,900$ Grading & Site Work 151,400$ Ring Road 333,132$ Storm Sewer System 136,125$ Lighting System 65,350$ South Parking Lot 89,850$ Glenbrook's Base Quote Total 858,757$ Glenbrook's Quoted General Conditions 62,500$ Total Glenbrook Quote 921,257$ 5% Contingency (based on base quote)42,938$ Subtotal 964,195$ Final Asphalt Layer (post Phase II)33,000$ 1% Bond (based on base quote)8,588$ Total Cost for Site Improvement Project 1,005,783$ FPPC Responsibility:Amount Less: City Payments for Infrastructure Work 800,000$ FPPC Payments for Infrastructure Work 205,783$ Other FPPC Costs (architect, project manager, etc.)108,724$ Total FPPC Costs for Site Improvement Project 314,507$ FPPC Financing:Amount Cash on hand, net of Accounts Payable 71,944$ Line of Credit Facility (Confirmation is Pending)350,000$ Total Available 421,944$ Cushion 107,437$ received during the Site Improvement Project. Forest Park Project Corporation Summary Budget for Site Improvement Project NOTE: This assumes that no additional cash contributions will be 93 CERTIFICATE HOLDER © 1988-2010 ACORD CORPORATION. All rights reserved. ACORD 25 (2010/05) AUTHORIZED REPRESENTATIVE CANCELLATION DATE (MM/DD/YYYY)CERTIFICATE OF LIABILITY INSURANCE LOCJECTPRO-POLICY GEN'L AGGREGATE LIMIT APPLIES PER: OCCURCLAIMS-MADE COMMERCIAL GENERAL LIABILITY GENERAL LIABILITY PREMISES (Ea occurrence)$DAMAGE TO RENTED EACH OCCURRENCE $ MED EXP (Any one person) $ PERSONAL & ADV INJURY $ GENERAL AGGREGATE $ PRODUCTS - COMP/OP AGG $ $RETENTIONDED CLAIMS-MADE OCCUR $ AGGREGATE $ EACH OCCURRENCE $UMBRELLA LIAB EXCESS LIAB DESCRIPTION OF OPERATIONS / LOCATIONS / VEHICLES (Attach ACORD 101, Additional Remarks Schedule, if more space is required) INSRLTR TYPE OF INSURANCE POLICY NUMBER POLICY EFF(MM/DD/YYYY)POLICY EXP(MM/DD/YYYY) LIMITS WC STATU-TORY LIMITS OTH-ER E.L. EACH ACCIDENT E.L. DISEASE - EA EMPLOYEE E.L. DISEASE - POLICY LIMIT $ $ $ ANY PROPRIETOR/PARTNER/EXECUTIVE If yes, describe underDESCRIPTION OF OPERATIONS below (Mandatory in NH)OFFICER/MEMBER EXCLUDED? WORKERS COMPENSATION AND EMPLOYERS' LIABILITY Y / N AUTOMOBILE LIABILITY ANY AUTO ALL OWNED SCHEDULED HIRED AUTOS NON-OWNEDAUTOS AUTOS AUTOS COMBINED SINGLE LIMIT BODILY INJURY (Per person) BODILY INJURY (Per accident) PROPERTY DAMAGE $ $ $ $ THIS IS TO CERTIFY THAT THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED. NOTWITHSTANDING ANY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS CERTIFICATE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH POLICIES. LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS. INSR ADDL WVD SUBR N / A $ $ (Ea accident) (Per accident) THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER. THIS CERTIFICATE DOES NOT AFFIRMATIVELY OR NEGATIVELY AMEND, EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. THIS CERTIFICATE OF INSURANCE DOES NOT CONSTITUTE A CONTRACT BETWEEN THE ISSUING INSURER(S), AUTHORIZED REPRESENTATIVE OR PRODUCER, AND THE CERTIFICATE HOLDER. IMPORTANT: If the certificate holder is an ADDITIONAL INSURED, the policy(ies) must be endorsed. If SUBROGATION IS WAIVED, subject to the terms and conditions of the policy, certain policies may require an endorsement. A statement on this certificate does not confer rights to the certificate holder in lieu of such endorsement(s). The ACORD name and logo are registered marks of ACORD COVERAGES CERTIFICATE NUMBER: REVISION NUMBER: INSURED PHONE(A/C, No, Ext): PRODUCER ADDRESS:E-MAIL FAX(A/C, No): CONTACTNAME: NAIC # INSURER A : INSURER B : INSURER C : INSURER D : INSURER E : INSURER F : INSURER(S) AFFORDING COVERAGE SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN ACCORDANCE WITH THE POLICY PROVISIONS. 6/20/2013 Assurance Agency, Ltd.One Century Centre1750 E. Golf RoadSchaumburg IL 60173- Glenbrook Excavating & Concrete, Inc.1350 N. Old Rand RoadWauconda IL 60084- National Fire Insurance of Har The Continental Ins Co Valley Forge Ins Co 20478 20508 35289 Maggie Cebular (847) 463-7791 847-440-9123 mcebular@assuranceagency.com GLENEXC-01 494318976 A 4032529586 6/30/2012 6/30/2013 1,000,000 300,000 5,000 1,000,000 2,000,000 2,000,000 X X X C X X X 4032529605 6/30/2012 6/30/2013 1,000,000 B X X X 10,000 4032529569 6/30/2012 6/30/2013 9,000,000 9,000,000 C N 4032529572 6/30/2012 6/30/2013 X 1,000,000 1,000,000 1,000,000 *Sample wording only*It is agreed that the following are added as Additional Insured on the General Liability and Automobile Liability on a Primary andNon-Contributory basis, when required by written contract, as respects to operations performed by the Named Insured in connection with thisproject:1) Bleck Engineering2) Stephen Stimson Associates Landscape ArchitectsSee Attached... Sample.. . . 94 ACORD 101 (2008/01) The ACORD name and logo are registered marks of ACORD © 2008 ACORD CORPORATION. All rights reserved. THIS ADDITIONAL REMARKS FORM IS A SCHEDULE TO ACORD FORM, FORM NUMBER:FORM TITLE: ADDITIONAL REMARKS ADDITIONAL REMARKS SCHEDULE Page of AGENCY CUSTOMER ID: LOC #: AGENCY CARRIER NAIC CODE POLICY NUMBER NAMED INSURED EFFECTIVE DATE: 3) The City of Lake Forest, including its City Council Members and elected and appointed officials, its officers, employees, agents, attorneys,consultants, and representatives.A Waiver of Subrogation applies, when required by written contract and where allowable by law, in favor of the above listed additionalinsureds on the Workers Compensation for this specific project. 11 Glenbrook Excavating & Concrete, Inc.1350 N. Old Rand RoadWauconda IL 60084- GLENEXC-01 Assurance Agency, Ltd. 25 CERTIFICATE OF LIABILITY INSURANCE 95 FOREST PARK PROJECT Fund Raising Overview June 19, 2013 Update May 2012: Lake Forest City Council approved the Forest Park Master Plan A volunteer group had been formed to plan for the project’s fundraising but until the Plan was approved fundraising had not formally begun. Fundraising and promotional materials were created and each needed to be approved both by the FPPC Board and representatives of the City of Lake Forest. A donor prospect list, which now includes about 400 names, was created. A number of critical policy decisions were made: • The level of gift that will entitle a donor to appear on the main donor board in Forest Park--$1000; • The length of the pledge period—Determined to be five years, with final payments due by December 31, 2017; • The creation of the Legacy Circle to recognize major donors and the determination of the level of gift that qualified--$100,000 and above; • Policies regarding past donors to Forest Park (please see the attached document). October 2012: Kick-off event for prospects which included comments by Ralph Gesualdo and Alderman Waldeck, representing the City of Lake Forest. After this event formal solicitation of prospects began. June 9, 2013: Owners of a home on Lake Road overlooking Forest Park hosted an event that was well attended. Midsummer: Active in-person and mail fundraising will continue, including a community wide mailing explaining the project and asking for support August 3, 2013: Groundbreaking August 25, 2013: Family Fun Fest at Forest Park Contributions to the Forest Park Project---To Date: Cash Contributions $607,191 Pledges $455,300 Total $1,067,491 During the “Quiet Period” of fundraising, prior to general solicitations, there have been nine donors to the Legacy Circle. 96 FOREST PARK PROJECT PAST DONOR POLICIES Over the years, a number of citizens have generously donated memorials to Forest Park in the names of family and friends. The upcoming changes to the Park necessitate that some memorials will either have to be moved, or removed and replaced. After consultation with the City of Lake Forest, the following policies regarding Past Donors have been adopted: • Past Donors will be acknowledged on the Main Donor Board as Past Donors to Forest Park • All past donor signage will be removed and replaced. (See below for location details.) Replacement tags and plaques will contain the same text and format as the original. However, the replacements will use a uniform font and point size (to be determined after review with City representatives.) • Bench donors: 11 in total Removal plans will be coordinated with City staff. a. Donors will be contacted personally and told that their plaque will be replaced in the park on one of the newly designed benches, if the donor so desires, and that there will likely be more than one Past Donor plaque on the new bench. b. Donors will be offered the existing park bench and its plaque if they wish, which the City will deliver. c. We will contact the donors again when we have the final plan for the park to advise them of the locations of the new benches that will have plaques of Past Donors. d. If the new bench is later removed, the new tag will be retired. • Tree donors: 25 in total Moving and removal plans will be coordinated with the City staff. a. Donors will be contacted to explain which of the following three plans pertain to their tree. 1. Trees that remain will have a new tag using the former language and format, if the donor desires. 2. Trees that will be moved will have a new tag with the former language and format, if the donor desires. 3. If a donated tree must be removed, the donor will be offered a new tree and new tag with former language and format, if the donor desires. b. Donors will be offered the former tree tag, if desired. c. We will be in contact with the donor when we know the final tree plan for the Park. d. If a moved or new tree with a new tag dies or is removed, the new tag will be retired. 97 • Other Past Donor Gifts a. The drinking fountain, purple martin house and stone marker all have plaques and each donor will be contacted individually. Donors will be offered the existing plaque. b. It is possible that there are other past gifts for which records are incomplete. We will make every effort to determine the nature of such gifts and deal with the donors involved. February 18, 2013 98 AN ORDINANCE MAKING APPROPRIATION FOR CORPORATE PURPOSES AND FOR THE PUBLIC SCHOOLS OF THE CITY OF LAKE FOREST, COUNTY OF LAKE AND STATE OF ILLINOIS, FOR THE FISCAL YEAR COMMENCING MAY 1, 2013 AND ENDING APRIL 30, 2014 BE IT ENACTED BY THE CITY COUNCIL OF THE CITY OF LAKE FOREST, an Illinois special charter and home rule municipal corporation located in Lake County, Illinois, as follows: Section 1: That the following sums, or so much thereof as may be authorized by law, be and the same are hereby appropriated from the respective fund designated in this ordinance for the corporate purposes of The City of Lake Forest and for the objects and purposes stated herein according to departments and other separate agencies, and for the Public Schools of The City of Lake Forest, County of Lake and State of Illinois, to defray the necessary expenses of the City and its Public Schools for the fiscal year commencing May 1, 2013 and ending April 30, 2014, GENERAL FUND General Government Appropriation Salaries and Benefits 2,701,386$ Supplies/Other Services and Charges 5,631,667 Contingency - to meet expenses of emergencies and optional expenses not otherwise provided for 3,132,944 TOTAL GENERAL GOVERNMENT 11,465,997$ Law Contractual Services 500,000$ TOTAL LAW 500,000$ Community Development Salaries and Benefits 1,422,075$ Supplies/Other Services and Charges 146,828 TOTAL COMMUNITY DEVELOPMENT 1,568,903$ Public Works Administration Salaries and Benefits 397,480$ Supplies/Other Services and Charges 56,035 TOTAL PUBLIC WORKS ADMINISTRATION 453,515$ Public Buildings Building Maintenance Salaries and Benefits 802,927$ Supplies/ Other Service and Charges 698,217 99 TOTAL PUBLIC BUILDINGS 1,501,144$ Streets Appropriation Salaries and Benefits 941,688$ Supplies/ Other Service and Charges 748,894 TOTAL STREETS 1,690,582$ Sanitation Salaries and Benefits 1,200,565$ Supplies/ Other Service and Charges 1,037,042 TOTAL SANITATION 2,237,607$ Storm Sewers Salaries and Benefits 119,174$ Supplies/ Other Service and Charges 34,488 TOTAL STORM SEWERS 153,662$ Engineering Salaries and Benefits 480,185$ Supplies/ Other Service and Charges 79,359 TOTAL ENGINEERING 559,544$ Fire Administration Salaries and Benefits 4,392,552$ Supplies/ Other Service and Charges 1,324,337 Sub-Total 5,716,889$ Emergency Medical Services Supplies/ Other Service and Charges 32,000$ Sub-Total 32,000$ Fire Suppression Supplies/ Other Service and Charges 95,502$ Sub-Total 95,502$ TOTAL FIRE 5,844,391$ Police Salaries and Benefits 6,243,786$ 100 Supplies/ Other Service and Charges 2,243,257 TOTAL POLICE 8,487,043$ TOTAL AMOUNT APPROPRIATED FROM THE GENERAL FUND 34,462,388$ PARK AND PUBLIC LAND FUND Appropriation Park Improvements 324,805$ Contingency to meet expenses for emergencies and expenses not otherwise provided for 32,481 TOTAL AMOUNT APPROPRIATED FROM THE PARK AND PUBLIC LAND FUND 357,286$ MOTOR FUEL TAX FUND Capital Improvements 100,000$ Contingency to meet expenses for emergencies and capital improvements not otherwise provided for 10,000 TOTAL AMOUNT APPROPRIATED FROM THE MOTOR FUEL TAX FUND 110,000$ EMERGENCY TELEPHONE FUND Police Salaries and Benefits 173,247$ Supplies/ Other Service and Charges 99,773 Capital Equipment - Contingency to meet expenses for emergencies and expenses not otherwise provided for 27,302 TOTAL POLICE 300,322$ TOTAL AMOUNT APPROPRIATED FROM THE EMERGENCY TELEPHONE FUND 300,322$ ELAWA FARM - OPERATING FUND Supplies/Other Services and Charges 68,457$ Contingency to meet expenses of emergencies and expenses not otherwise provided for 6,846 TOTAL AMOUNT APPROPRIATED FROM ELAWA FARM - OPERATING FUND 75,303$ 101 SENIOR RESOURCES COMMISSION FUND Appropriation Salaries and Benefits 345,016$ Supplies/Other Services and Charges 230,496 Contingency to meet expenses for emergencies and capital improvements not otherwise provided for 57,551 TOTAL AMOUNT APPROPRIATED FROM THE SENIOR RESOURCES COMMISSION FUND 633,063$ PARKS AND RECREATION FUND Recreation Recreation Programs Salaries and Benefits 3,078,015$ Supplies/ Other Service and Charges 1,877,681 Capital Equipment 6,250 Sub-Total 4,961,946$ Parks Equipment Reserve 162,312 Recreation Development Fund - Contingency to meet expenses of emergencies and expenses not otherwise provided for 857,427 TOTAL RECREATION SECTION 5,981,685$ Parks and Forestry Administration Salaries and Benefits 2,286,752$ Supplies/ Other Service and Charges 632,778 Capital Equipment 161,000 Sub-Total 3,080,530$ Grounds Maintenance Supplies/ Other Service and Charges 219,800$ Sub-Total 219,800$ Athletic Field Plg/Tennis Supplies/ Other Service and Charges 53,000$ Sub-Total 53,000$ Lakefront Facilities Supplies/ Other Service and Charges 32,000$ Sub-Total 32,000$ 102 Tree Trimming Appropriation Supplies/ Other Service and Charges 22,500$ Sub-Total 22,500$ Tree Removal Supplies/ Other Service and Charges 14,000$ Sub-Total 14,000$ Insect & Disease Supplies/ Other Service and Charges 17,630$ Sub-Total 17,630$ Tree & Shrub Planting/Care Supplies/ Other Service and Charges 10,550$ Sub-Total 10,550$ TOTAL PARKS AND FORESTRY SECTION 3,450,010$ TOTAL AMOUNT APPROPRIATED FROM THE PARKS AND RECREATION FUND 9,431,695$ SPECIAL RECREATION FUND Salaries and Benefits 45,370$ Supplies/Other Services and Charges 238,984 Capital Improvements 125,000 Contingency to meet expenses for emergencies and capital improvements not otherwise provided for 40,935 TOTAL AMOUNT APPROPRIATED FROM THE SPECIAL RECREATION FUND 450,289$ CEMETERY COMMISSION FUND Salaries and Benefits 321,364$ Supplies/Other Services and Charges 202,800 Debt Retirement 145,500 Capital Improvements 256,072 Contingency to meet expenses of emergencies and operational expenses not otherwise provided for 92,574 TOTAL AMOUNT APPROPRIATED FROM THE CEMETERY COMMISSION FUND 1,018,310$ 103 PUBLIC LIBRARY FUND Appropriation Library Services Salaries and Benefits 2,515,000$ Supplies/Other Services and Charges 980,600 Building Maintenance - Supplies/Other Services and Charges 152,725 Contingency to meet expenses of emergencies and operational expenses not otherwise provided for 394,833 Sub-Total 4,043,158$ Capital Equipment 100,000$ Capital Improvements 200,000 Sub-Total 300,000$ TOTAL AMOUNT APPROPRIATED FROM THE PUBLIC LIBRARY FUND 4,343,158$ FOREIGN FIRE INSURANCE FUND Supplies/Other Services and Charges 105,000$ Contingency to meet expenses of emergencies and expenses not otherwise provided for 10,500 TOTAL AMOUNT APPROPRIATED FROM FOREIGN FIRE INSURANCE FUND 115,500$ DRUG ASSET FORFEITURE FUND Supplies/Other Services and Charges 9,000$ Contingency to meet expenses of emergencies and expenses not otherwise provided for 900 TOTAL AMOUNT APPROPRIATED FROM DRUG ASSET FORFEITURE FUND 9,900$ ALCOHOL ASSET FORFEITURE FUND Supplies/Other Services and Charges 30,000$ Contingency to meet expenses of emergencies and expenses not otherwise provided for 3,000 TOTAL AMOUNT APPROPRIATED FROM ALCOHOL ASSET FORFEITURE FUND 33,000$ HOUSING TRUST FUND Supplies/Other Services and Charges 275,000$ Contingency to meet expenses for emergencies and capital improvements not otherwise provided for 27,500 104 TOTAL AMOUNT APPROPRIATED FROM THE HOUSING TRUST FUND 302,500$ CAPITAL IMPROVEMENTS FUND Appropriation Salaries and Benefits -$ Capital Equipment 152,000 Capital Improvements 11,797,235 Contingency to meet expenses for emergencies and capital improvements not otherwise provided for 1,194,924 TOTAL AMOUNT APPROPRIATED FROM THE CAPITAL IMPROVEMENTS FUND 13,144,159$ RT 60 BRIDGE FUND Capital Improvements 1,028,049$ Contingency to meet expenses for emergencies and capital improvements not otherwise provided for 102,805 TOTAL AMOUNT APPROPRIATED FROM THE RT 60 BRIDGE FUND 1,130,854$ RT 60 INTERSECTION FUND Capital Improvements 550,322$ Contingency to meet expenses for emergencies and capital improvements not otherwise provided for 55,032 TOTAL AMOUNT APPROPRIATED FROM THE RT 60 INTERSECTION FUND 605,354$ RT 60 FITZMORRIS FUND Capital Improvements 20,359$ Contingency to meet expenses for emergencies and capital improvements not otherwise provided for 2,036 TOTAL AMOUNT APPROPRIATED FROM THE RT 60 FITZMORRIS FUND 22,395$ WATER AND SEWER FUND General Government Salaries and Benefits 185,272$ Supplies/Other Services and Charges 2,327,473 Debt retirement 2,213,020 105 Contingency to meet expenses for emergencies and capital improvements not otherwise provided for 797,780 TOTAL GENERAL GOVERNMENT 5,523,545$ Public Works Appropriation Salaries and Benefits 1,837,220$ Supplies/Other Services and Charges 1,414,819 TOTAL PUBLIC WORKS ADMINISTRATION 3,252,039$ TOTAL AMOUNT APPROPRIATED FROM THE WATER AND SEWER FUND 8,775,584$ WATER AND SEWER CAPITAL FUND Capital Equipment 70,000$ Capital Improvements 1,802,999 Contingency to meet expenses for emergencies and capital improvements not otherwise provided for 187,300 TOTAL AMOUNT APPROPRIATED FROM THE WATER AND SEWER CAPITAL FUND 2,060,299$ DEERPATH GOLF COURSE FUND Administration Salaries and Benefits 532,064$ Supplies/Other Services and Charges 185,445 Capital Equipment 45,000 Contingency to meet expenses for emergencies and capital improvements not otherwise provided for 147,303 TOTAL ADMINISTRATION 909,812$ Course Maintenance Supplies/Other Services and Charges 216,212$ TOTAL COURSE MAINTENANCE 216,212$ 106 Clubhouse Appropriation Salaries and Benefits 84,038$ Supplies/Other Services and Charges 410,274 TOTAL CLUBHOUSE 494,312$ TOTAL AMOUNT APPROPRIATED FROM THE DEERPATH GOLF COURSE FUND 1,620,336$ FLEET FUND Salaries and Benefits 658,473$ Supplies/Other Services and Charges 1,221,097 Contingency to meet expenses for emergencies and capital improvements not otherwise provided for 187,957 TOTAL AMOUNT APPROPRIATED FROM THE FLEET FUND 2,067,527$ LIABILITY INSURANCE FUND Supplies/Other Services and Charges 1,089,305$ Contingency to meet expenses for emergencies and capital improvements not otherwise provided for 108,931 TOTAL AMOUNT APPROPRIATED FROM THE LIABILITY INSURANCE FUND 1,198,236$ SELF INSURANCE FUND Supplies/Other Services and Charges 4,815,500$ Contingency to meet expenses for emergencies and capital improvements not otherwise provided for 481,550 TOTAL AMOUNT APPROPRIATED FROM THE SELF INSURANCE FUND 5,297,050$ FIREFIGHTERS' PENSION FUND Other Services and Charges 1,640,000$ Contingency to meet expenses for emergencies and expenses not otherwise provided for 164,000 TOTAL AMOUNT APPROPRIATED FROM THE FIREFIGHTERS' PENSION FUND 1,804,000$ 107 POLICE PENSION FUND Appropriation Other Services and Charges 2,075,000$ Contingency to meet expenses for emergencies and expenses not otherwise provided for 207,500 TOTAL AMOUNT APPROPRIATED FROM THE POLICE PENSION FUND 2,282,500$ Public Schools THE CITY OF LAKE FOREST Not available until second reading of the ordinance School District No. 67 From the Education Fund -$ From the Operations, Building and Maintenance Fund - From the Capital Projects Fund - From the Illinois Municipal Retirement/Social Security Fund - From the Working Cash Fund - From the Transportation Fund - TOTAL AMOUNT APPROPRIATED FOR PUBLIC SCHOOLS OF THE CITY OF LAKE FOREST (School District No. 67)-$ 108 Summary of the Amounts Appropriated From the Several Funds Fund Appropriation General 34,462,388$ Park and Public Land 357,286 Motor Fuel Tax 110,000 Emergency Telephone 300,322 Elawa Farm - Operating 75,303 Senior Resources Commission 633,063 Parks and Recreation 9,431,695 Special Recreation 450,289 Cemetery Commission 1,018,310 Public Library 4,343,158 Foreign Fire Insurance 115,500 Drug Asset Forfeiture 9,900 Alcohol Asset Forfeiture 33,000 Affordable Housing 302,500 Capital Improvements 13,144,159 Rt. 60 Bridge 1,130,854 Rt. 60 Intersection 605,354 Rt. 60 - Fitzmorris 22,395 Water and Sewer 8,775,584 Water and Sewer Capital Fund 2,060,299 Deerpath Golf Course 1,620,336 Fleet 2,067,527 Liability Insurance 1,198,236 Self Insurance 5,297,050 Firefighters' Pension 1,804,000 Police Pension 2,282,500 Sub-Total 91,651,008$ The City of Lake Forest School District No. 67 Not available until second reading of the ordinance Education -$ Operations, Building and Maintenance - Capital Projects - Illinois Municipal Retirement/Social Security - Working Cash - Transportation - Sub-Total -$ GRAND TOTAL 91,651,008$ 109 Section 2: That any sum of money heretofore appropriated and not expended now in the Treasury of The City of Lake Forest, or that hereafter may come into the Treasury of The City of Lake Forest, is hereby reappropriated by this Ordinance. Section 3: That the funds derived from sources other than the 2012 tax levy and other revenue pledged for specific purposes may be allotted by the Mayor and City Council to such appropriations and in such amounts respectively, as said Corporate Authorities may determine within the limits of said appropriations, respectively, insofar as doing same does not conflict with the law. Section 4: That any unexpended balances of any items of any general appropriation made by this Ordinance may be expended in making up any deficiency in any other item in the same general appropriation made by this Ordinance and is hereby appropriated therefore. Section 5: That any sum of money received for a specific purpose or category of expenditure from any source other than real estate taxes (including without limitation grants and donations) that is not specifically authorized by this appropriation ordinance shall be authorized for expenditure upon acceptance of such sum of money by the City, provided that such expenditure is approved in accordance with applicable City ordinances and procedures. Section 6: That the sum of money that the Corporate Authorities of the City (or such subordinate body of the City empowered to authorize the expenditure of funds) have approved, or will approve, to satisfy a lawful debt of the City, and for which money is available in the Treasury (or in the specific fund over which a subordinate body may have authority) at the time of such approval, is hereby appropriated by this ordinance. Section 7: That if any item or portion thereof of this Appropriation Ordinance is for any reason held invalid, such decision shall not affect the validity of the remaining portion of such item or the remaining portions of this Ordinance. Section 8: The City Council shall at any time have the power, to make transfers of sums of money appropriated for one corporate object or purpose, but no appropriation for any object or purposes shall thereby be reduced below any amount sufficient to cover all obligations incurred or to be incurred against such appropriation. Section 9: At any time during the fiscal year when an expenditure shall exceed the amounts set forth in this ordinance and there are funds available in the City's Treasury, the City Council may approve such expenditure and grant a supplemental appropriation for such purpose contemporaneously. 110 Section 10: This ordinance shall be in force ten (10) days from and after its passage, approval and publication. PASSED THIS ____ day of ________________, 2013 ____________________________________________ APPROVED THIS ____ day of ________________, 2013 _____________________________________________ ATTEST: ______________________________________ City Clerk That this ordinance be published in pamphlet form and be made available to the public at the City Hall service counter. 111 VENDOR DESCRIPTION Balance American Legal Publishing Codification project 11,688.75$ Assistive Hearing Hearing loop for Council Chambers 5,996.00$ Teska Associates TIF redevelopment plan for Laurel Avenue 29,502.79$ Client First IT Services 23,586.75$ IT Training IT Training 15,000.00$ Bruce Brugioni Limestone restoration 9,585.50$ Core Mechanical Everett School HVAC 4,435.00$ ACS Government Firehouse interface 17,095.00$ DSI ImageTrend interface - additional memory 5,000.00$ New World Systems Firehouse interface 5,000.00$ GENERAL FUND 126,889.79$ Pieper Electric Inc Lighting project 19,805.00$ PARKS AND PUBLIC LAND 19,805.00$ Carey's Heating South Park HVAC 6,395.00$ Core Mechanical Everett School HVAC 13,605.00$ K & M Marketing Football Helmets 8,900.00$ Liquid Waste Technologies Cutterhead assembly 10,312.00$ PARKS AND RECREATION FUND 39,212.00$ Conservation Design Ravine engineering 6,072.35$ CEMETERY FUND 6,072.35$ Muzak LLC Audio/Visual System City Hall 50,610.00$ MS Customer Counter MS Customer Counter 10,000.00$ Emergency Operations Center Emergency Operations Center 10,000.00$ Client First Website Design 4,277.50$ IT Capital Projects IT 5 Yr Capital Projects 61,000.00$ Selectron Technologies Voice response upgrade 5,500.00$ Acronis International Private Cloud 5,000.00$ Bleck Engineering Final plan sets for Forest Park 2,716.25$ Homestead Electric Generator - Rec Center 21,050.00$ Tec Electric Panel replacements at Rec Center 8,540.00$ Steiner Electric Panel 9,504.00$ T Y Lin CBD Trail 52,798.37$ C & H Distributors Lockers & benches 27,547.00$ Core Mechanical Everett School HVAC 50,000.00$ Pete The Painter Painting at Sterling Hall 8,990.00$ CAPITAL IMPROVEMENTS FUND 327,533.12$ Strand Associates Professional services 18,693.82$ Illinois Pump Rebuild pump 7,251.00$ Illinois Pump Rebuild pump 6,100.00$ WATER AND SEWER FUND 32,044.82$ R J Underground Onwentsia water main 47,498.85$ WATER CAPITAL IMPROVEMENT FUND 47,498.85$ GRAND TOTAL OF ALL FUNDS 599,055.93$ 112