11/26/19 Draft

Board of Trustees December 9, 2019 Meeting at 7:00 p.m.

Discussion / Action Items: Agenda Item #11

Discuss and Consider Approval of an Ordinance Approving a Zoning Map Amendment, Granting
a Special Use Permit for a Planned Development, and Approving Development Concept Plans
and Detailed Plan and Final Plat for the Beeson Corner Mixed-Use Retail Planned Development
(11760 W. Half Day Road).
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VILLAGE OF BANNOCKBURN

ORDINANCE NO. 2019-__

AN ORDINANCE APPROVING A ZONING MAP AMENDMENT,

GRANTING A SPECIAL USE PERMIT FOR A PLANNED DEVELOPMENT, AND
APPROVING DEVELOPMENT CONCEPT PLANS AND A DETAILED PLAN
FOR THE BEESON CORNER MIXED-USE RETAIL PLANNED DEVELOPMENT
(11760 W. Half Day Road)

Adopted by the
President and Board of Trustees
of
the Village of Bannockburn
this __th day of December, 2019

Published in pamphlet form by direction

and authority of the Village of Bannockburn,
Lake County, Illinois
this __th day of December, 2019

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VILLAGE OF BANNOCKBURN

ORDINANCE NO. 2019-__

AN ORDINANCE APPROVING A ZONING MAP AMENDMENT,

GRANTING A SPECIAL USE PERMIT FOR A PLANNED DEVELOPMENT, AND
APPROVING DEVELOPMENT CONCEPT PLANS AND A DETAILED PLAN
FOR THE BEESON CORNER MIXED-USE RETAIL PLANNED DEVELOPMENT
(11760 W. Half Day Road)

WHEREAS, Thomas E. Beeson and Donna Beeson (collectively, “Applicant”) are the

owners of an approximately 4.9-acre property located at the northeast corner of Half Day Road

and Waukegan Road and legally described in Exhibit A hereto (“Property”); and

WHEREAS, pursuant to Village of Bannockburn (“Village”) Ordinance No. ___________

dated ______________ (the “Annexation Ordinance”), the Property was annexed into the

Village, and Applicant intends to develop the Property in accordance with that certain Annexation

Agreement between the Village and the Applicant dated ______________ (“Annexation

Agreement”); and

WHEREAS, prior to its annexation into the Village, the Property was located in

unincorporated Lake County and was zoned in the GC-General Commercial District under the

Lake County Unified Development Ordinance (“County UDO”); and

WHEREAS, Pursuant to Section 260-204 of the Zoning Code, the Property is

automatically zoned in the Village’s A-Residential District upon annexation unless and until an

application for re-zoning is filed and granted pursuant to the Zoning Code, which application may

be filed prior to or contemporaneously with annexation of the Property; and

WHEREAS, the Applicant desires to develop the Property within the Village as a four-lot,

mixed-use retail planned unit development (“PUD”) including a mixed-use building with retail,

restaurant, and complementary service uses on the ground floor and not more than 60 multi-

family residential units on the upper floors; three outlot buildings for retail/commercial uses; and

related common areas and amenities including outdoor eating and seating areas, indoor and

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outdoor entertainment spaces, parking and pedestrian facilities, lighting, landscaping, and

signage (collectively, the “Proposed Development”); and

WHEREAS, in connection with the Proposed Development, the Applicant proposes to

develop the Property in accordance with the plans attached hereto as Exhibit B and consisting of

the following:

• Tentative Plat of Subdivision prepared by Bleck Engineering Company, Inc. consisting

of 1 sheet dated November 1, 2019;

• Preliminary engineering plans prepared by Bleck Engineering Company, Inc.,

consisting of 33 sheets dated November 1, 2019;

• Preliminary engineering report prepared by Bleck Engineering Company, Inc.,

consisting of 71 pages dated September 30, 2019

• Floor plans and building elevations prepared by Studio 222 Architects, consisting of 9
sheets dated October 15, 2019;

• Ground and wall signage plan prepared by Studio 222 Architects, consisting of 4
sheets date October 30, 2019;

• Ground sign color elevations prepared by Studio 222 Architects, consisting of 1 sheet
dated October 30, 2019;

• Landscape plan prepared by Beeson’s Nursery Inc. Landscape Architects and

Contracting, consisting of 1 sheet, undated;

• Site lighting plan prepared by Studio 222 Architects, consisting of 1 sheet dated
October 30, 2019;

• Photometric plan and lighting fixture specifications consisting of 14 sheets prepared

by KSA Lighting & Controls dated October 28, 2019; and

(collectively, the “Plans”);

WHEREAS, the Applicant has submitted an application to the Village for approval of the

following zoning relief for the Property: (i) a Zoning Map amendment pursuant to Sections 260-

204.B and 260-1161 of the Village of Bannockburn Zoning Code (“Zoning Code”) for

classification of the Property in the R-1 Specialty Retail District upon annexation into the Village

(“Rezoning Request”); (ii) a special use permit and other necessary relief pursuant to Sections

260-426.F, 260-1162, and 260-1163 of the Zoning Code to authorize establishment and

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maintenance of the Proposed Development as a planned development on the Property in

accordance with the Plans (“SUP Request”); (iii) simultaneous approval of a PUD development

concept plan and detailed plan for the Proposed Development with respect to that portion of the

Property depicted as “Lot 1” on the Plans pursuant to Sections 260-1163.D.2 and 260-1163.D.3

of the Zoning Code (the “Lot 1 PUD Request”); and (iv) approval of a PUD development concept

plan for the Proposed Development with respect to those portions of the Property depicted as

“Lot 2,” “Lot 3,” and “Lot 4” on the Plans pursuant to Section 260-1163.D.2 of the Zoning Code

(the “Lots 2-4 PUD Request” and, collectively with the Rezoning Request, SUP Request, and

Lot 1 PUD Request, the “Requested Relief”); and

WHEREAS, pursuant to notice duly published in the Lake County News-Sun, the

Bannockburn Plan Commission/ Zoning Board of Appeals (“PCZBA”) conducted a public hearing

on November 18, 2019 for the purpose of hearing and considering testimony on the Requested

Relief; and

WHEREAS, the PCZBA, having fully heard and considered the testimony by all those

attending the public hearing who wished to testify, made the following findings:

A. Prior to annexation into the Village, the Property was located in unincorporated Lake
County and was zoned in the GC-General Commercial District under the County UDO.
B. Upon annexation into the Village, the Property is automatically classified in the A
Residential District.
C. The Applicant proposes to develop the Property with the Proposed Development as
depicted on the attached Plans for purposes of establishing a four-lot mixed-use retail
PUD on the Property.
D. The Applicant has submitted an application to the Village for the Requested Relief.
E. The requested R-1 Specialty Retail zoning district designation is consistent with
surrounding land uses. The Property is located south of and adjacent to territory that is
presently zoned in the R-1 Specialty Retail District. The Property is also located north of
territory that is presently zoned in the Village’s R-Retail District and is separated from such
territory only by Half Day Road.
F. The requested R-1 Specialty Retail zoning district designation is comparable to, or more
restrictive and protective of adjacent landowners than, the Property’s GC-General
Commercial zoning district designation under the County UDO.

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G. The requested R-1 Specialty Retail zoning district designation is consistent with the
Bannockburn Comprehensive Plan, which identifies the Property as appropriate for
annexation and development for mixed-use retail development.
H. With respect to the Rezoning Request, the evidence presented demonstrates that the
Applicant’s proposal satisfies the standards for Zoning Map amendments set forth in
Section 260-1161.E of the Zoning Code, subject to the terms and conditions hereinafter
set forth.
I. With respect to the SUP Request, the evidence presented demonstrates that, subject to
the conditions hereinafter set forth, the approval of the SUP Request and development
and use of the Property as a PUD in accordance with the Plans:
a. Will be in harmony with the general and specific purposes of the Zoning Code and
the Bannockburn Comprehensive Plan;
b. Will not have a substantial or undue adverse impact on adjacent property, the
character of the area, or public health, safety, and welfare;
c. Will not interfere with the use or development of neighboring properties in
accordance with the applicable zoning regulations;
d. Will not dominate the immediate vicinity of the Property;
e. Will be served adequately by essential public facilities;
f. Will not cause undue traffic congestion or draw significant amounts of traffic
through residential streets; and
g. Will not unnecessarily destroy or damage any significant natural, scenic, or historic
features of the Property.
J. With respect to the SUP Request, the evidence presented further demonstrates that,
subject to the conditions hereinafter set forth, the Property and the Proposed
Development:
a. Are under unified ownership and control, and Applicant is the owner of the entire
Property;
b. Are approximately 4.9 acres in size and are of sufficient size and shape to be
planned and developed as a unified whole consistent with the objectives for PUDs;
c. Will be subject to sufficient covenants and restrictions that are enforceable by the
Village; and
d. Will provide sufficient land for public purposes and landscaped open space and
will provide for sufficient maintenance of open spaces.
K. With respect to the SUP Request, the evidence presented demonstrates that the
Applicant’s proposal satisfies the requirements for approval under Sections 260-426.F,
260-1162.E, and 260-1163.E of the Zoning Code, subject to the terms and conditions
hereinafter set forth.
L. With respect to the Lot 1 PUD Request, the evidence presented demonstrates that the
Plans are appropriate for simultaneous approval as a PUD development concept plan and
detailed plan pursuant to Sections 260-1163.D.2 and 260-1163.D.3 of the Zoning Code
for Lot 1 of the Proposed Development.

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M. With respect to the Lots 2-4 PUD Request, the evidence presented demonstrates that the
Plans are appropriate for approval as PUD development concept plans pursuant to
Section 260-1163.D.2 of the Zoning Code for Lots 2, 3, and 4 of the Proposed
Development.
WHEREAS, based on such findings, the PCZBA—by a vote of four ayes, one nay, and

one abstention—recommended that the Village President and Board of Trustees approve the

Requested Relief, subject to certain conditions as set forth in this Ordinance; and

WHEREAS, on November 19, 2019, the Village’s Architectural Review Commission

(“ARC”) conducted a public meeting regarding an application for architectural review of the

Proposed Development, consistent with the requirements of the Zoning Code including Section

260-1166; and

WHEREAS, at such public meeting, the ARC—by a vote of two ayes and two nays—voted

against denial of the application subject to certain conditions as set forth in this Ordinance, which

action is deemed a decision to approve the architectural review application for the Proposed

Development pursuant to Section 260-1104.D of the Zoning Code; and

WHEREAS, the President and Board of Trustees, having considered the Applicant’s

application for the Requested Relief, the findings and recommendation of the PCZBA, and the

action of the ARC have determined that it is in the best interest of the Village and its residents to

grant the Applicant the Requested Relief, subject to the terms and conditions of this Ordinance;

NOW, THEREFORE, BE IT ORDAINED BY THE PRESIDENT AND BOARD OF

TRUSTEES OF THE VILLAGE OF BANNOCKBURN, COUNTY OF LAKE, STATE OF

ILLINOIS, as follows:

SECTION ONE: Recitals. The foregoing recitals are hereby incorporated into and

made a part of this Ordinance as if fully set forth.

SECTION TWO: Amendment to Zoning Map. Pursuant to Sections 260-204.B and

260-1161 of the Zoning Code, the Village’s Zoning Map is hereby amended to classify the

Property in the R-1 Specialty Retail District under the Zoning Code.

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SECTION THREE: Special Use Permit Granted. Pursuant to Sections 260-426.F,

260-1162, and 260-1163 of the Zoning Code, the Village’s home rule powers, and other applicable

authority, and subject to the limitations therein and the conditions set forth in Section Seven of

this Ordinance, Applicant is hereby granted a special use permit for a PUD authorizing the

establishment and maintenance of the Proposed Development on the Property in accordance

with the Plans (subject to modification and final approval as provided in Section Seven of this

Ordinance). Applicant is further granted a special use permit authorizing establishment of any of

the following special uses within the Proposed Development in accordance with the Plans:

A. Retail trade.

(1) Paint, glass and wallpaper stores

(2) Hardware stores

(3) Meat and seafood markets

(4) Candy, nut, and confectionery stores

(5) Dairy products stores

(6) Retail bakeries

(7) Miscellaneous food stores, but not including egg or poultry dealers

(8) Apparel and accessory stores

(9) Home furniture, furnishings, and equipment stores

(10) Caterers

(11) Restaurants, but not including carry-out or drive-in establishments

(12) Cocktail lounges, but only when located within, and accessible only from the
interior of, restaurants authorized by this Ordinance or other special use permit
and intended primarily to serve the patrons of such restaurants

(13) Drug stores and proprietary stores, but not including accessory drive-through
facilities

(14) Packaged wine stores

(15) Antique stores

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(16) Miscellaneous shopping goods stores, but not including ammunition or

firearms sales

(17) Retail stores, not elsewhere classified, but not including auction rooms,
fireworks sales, gravestone sales, sales barns, or tombstone sales

(18) Automobile service stations, subject to the limitations of § 260-431B of the

Zoning Code

(19) Carry-out and fast-food restaurants, but not including accessory drive-through
facilities

(21) Catalog and mail order houses

B. Finance, insurance and real estate.

(1) Security and commodity brokers, dealers, and services, not including security
and commodity exchanges

(2) Insurance carriers

(3) Insurance agents, brokers, and services

(4) Real estate agents, brokers, and managers

(5) Real estate appraisers

(6) Real estate multiple-listing services

(7) Commercial banks and savings institutions, including interior or walk-up

automatic teller facilities, but not including accessory drive-in or drive-through
facilities

C. Services.

(1) Landscape architects

(2) Travel agencies

(3) Retail agents for laundries and dry cleaners

(4) Portrait photographers

(5) Beauty shops, but not including beauty culture or cosmetology schools

(6) Barber shops, but not including barber colleges

(7) Costume rental

(8) Tuxedo and formalwear rental

(9) Secretarial and court reporting services

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(10) Interior decorating and designing studios

(11) Picture framing

(12) Health services, but not including freestanding emergency medical centers,
nursing and personal care facilities, hospitals, medical and dental laboratories,
or miscellaneous health and allied services

(13) Legal services

(14) Engineering, architectural, and surveying services

(15) Accounting, auditing, and bookkeeping services

(16) Artists' studios

(17) Computer programming, data processing, and other computer-related services

(18) Learning centers

(19) Health club or other sports, physical fitness or recreation facilities

D. Residential Uses

(1) Multi-family residential uses on Lot 1 of the Proposed Development; provided,

however, that no individual dwelling unit may be located on the first floor of any
building; and provided further that such dwelling units shall only be allowed for
rental purposes unless and until a condominium plat is approved pursuant to
the Subdivision Regulations of the Village.

(2) Services, entryways, lobbies, elevators, stairwells and other ancillary

improvements supporting multi-family residential uses may be located on the
first floor of the building on Lot 1 of the Proposed Development.

E. Miscellaneous.

(1) Business, professional and administrative offices not otherwise listed.

(2) Live entertainment accessory to a restaurant authorized by this Ordinance or

other special use permit and wholly located in an enclosed structure.

(3) Periodic live entertainment and sales (e.g., art fairs and other festivals) in the
gazebo depicted on the plans (“Gazebo”) and adjacent open space, provided
that such activities are intended to serve the local residents of the Proposed
Development and the community.

(4) Retail sale of alcoholic beverages primarily for on-premises consumption and
complementary tastings of beer and wine accessory to a restaurant authorized
by this Ordinance or other special use permit, subject to compliance with all
applicable liquor regulations and license requirements.

(5) Signage that does not strictly conform to the requirements of Section 260-906

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of the Zoning Code, subject to conformity with the Plans and all other terms
and conditions of this Ordinance;

(6) Operation of a coffee shop, health club, or other sports, physical fitness, or
recreation facility commencing not earlier than 5:00 a.m., provided that no
deliveries shall be permitted earlier than 6:00 a.m.

(7) Operation of any activity conducted on a temporary basis in whole or in part

outside a completely enclosed building and related to a use otherwise specially
permitted by this Ordinance or other special use permit, including, without
limitation, periodic outdoor sales (e.g., art fairs and other festivals) and other
entertainment in the Gazebo adjacent open space as depicted on the Plans,
that are intended to serve the Proposed Development and/or local residents of
the community, but subject to issuance of a temporary use permit pursuant to
§ 260-903 of the Zoning Code.

(8) Outdoor display and sale of merchandise and/or outdoor seating areas in
locations to be designated in the final PUD plans.

(9) Collective provision of required parking spaces in accordance with § 260-

904B(2)(c) of the Zoning Code, subject to conformity with the Plans.

(10) Exterior lighting that does not strictly conform to the requirements of Section
260-901D(10) of the Zoning Code, subject to conformity with the Plans and all
other terms and conditions of this Ordinance;

(11) Bufferyards, landscaping, and screening that does not strictly conform to the
requirements of Sections 260-907 and 260-908 of the Zoning Code, subject to
conformity with the Plans and all other terms and conditions of this Ordinance.

(12) To exceed the nonretail use limitations contained in § 260-431I of the Zoning
Code to allow for up to 35% of the gross floor area of the ground floor space in
the buildings on the Property to be occupied by nonretail uses.

SECTION FOUR: Lot 1 PUD Development Concept Plan and Detailed Plan

Approvals. Pursuant to Sections 260-1163.D.2 and 260-1163.D.3 of the Zoning Code, the

Village’s home rule powers, and other applicable authority, and subject to the limitations therein

and the conditions set forth in Section Seven of this Ordinance, the Plans shall be, and are hereby,

approved as both a PUD development concept plan and a detailed plan but only with respect to

Lot 1.

SECTION FIVE: Lots 2, 3, and 4 PUD Development Concept Plan Approvals.

Pursuant to Section 260-1163.D.2 of the Zoning Code, the Village’s home rule powers, and other

applicable authority, and subject to the limitations therein and the conditions set forth in Section

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Seven of this Ordinance, the Plans shall be, and are hereby, approved as development concept

plans for Lots 2, 3, and 4 of the Proposed Development.

SECTION SIX: Waiver of Application Nonconformities. To the extent that

Applicant’s application for the Requested Relief fails to strictly conform to any of the minimum

data requirements, procedural requirements, or application elements set forth in Section 260-

1131 (including without limitation Sections 260-1131.E.9, 260-1131.E.10, and 260-1131.E.11) of

the Zoning Code, such nonconformities are hereby waived.

SECTION SEVEN: Conditions on Approval. The approvals granted pursuant to

Sections Three, Four, and Five of this Ordinance shall be, and are hereby, conditioned upon and

limited by the following conditions, the violation of any of which shall, in the discretion of the Village

Board, render void the approvals granted by this Ordinance:

A. No Authorization of Work. This Ordinance does not authorize commencement

of any work on the Property. Except as otherwise specifically provided in writing
in advance by the Village, no work of any kind shall be commenced on the
Property pursuant to the approvals granted in this Ordinance except only after
all permits, approvals, and other authorizations for such work have been
properly applied for, paid for, and granted in accordance with applicable law
and all conditions of this Ordinance precedent to such work have been fulfilled.

B. Lot 1 Final Plan.

i. Subject to any extension of time granted by the Building Commissioner

pursuant to § 260-1101.K of the Zoning Code, within three months after the
effective date of this Ordinance the Applicant shall submit for review and
approval a final PUD plan for Lot 1 of the Proposed Development in
accordance with Section 260-1163.D.4 of the Zoning Code (“Lot 1 Final
Plan”). The Lot 1 Final Plan shall be in substantial conformity with the Plans
but shall be limited to the development of Lot 1 and shall otherwise comply
with all applicable laws, including without limitation all applicable provisions
of the Zoning Code. If Applicant does not file a Lot 1 Final Plan for Village
review and approval within such three-month period (subject to any
extension that may be granted), then the detailed plan approval for Lot 1
shall automatically expire and be rendered void, and the special use permit
granted by this Ordinance for Lot 1 will be subject to revocation.

ii. The Lot 1 Final Plan shall be in substantial conformity with the Plans
attached to this Ordinance as Exhibit B, subject to: (i) modifications
consistent with the Village Engineer’s review memorandum dated

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November 4, 2019, attached hereto as Exhibit C; (ii) the Village Forester’s

review letter dated November 4, 2019, attached hereto as Exhibit D; (iii)
modifications to address compliance with the terms of this Ordinance; (iv)
modifications to access or traffic facilities on Illinois Route 43 and/or Illinois
Route 22 as may be required or approved by the Illinois Department of
Transportation (“IDOT”), including a traffic signal for a full access driveway
along Waukegan Road on the Property (or the adjacent R-1 District
property located north of the Property) if approved by IDOT; (v)
modifications to depict the locations of any outdoor merchandise displays
and sales and outdoor seating areas; and (v) such other minor
modifications as may be approved by the Village Engineer and/or Village
Forester to address field conditions or requirements of permits to be issued
by other governmental entities having jurisdiction over the Property. The
Lot 1 Final Plan shall be subject to review and final approval by Building
Commissioner, in consultation with the Village Manager, Village Engineer,
and Village Forester, pursuant to Section 260-1163.D.4 of the Zoning Code
and consistent with the terms of this Ordinance. Following approval and
recordation of the Lot 1 Final Plan as provided in this Ordinance, the
development, use, and maintenance of Lot 1 shall comply with the Lot 1
Final Plan, the Plans, the terms of this Ordinance, and the Annexation
Agreement. In the case of any conflict between the Plans and the Lot 1
Final Plan, the Lot 1 Final Plan shall control.

C. Final Subdivision Plat. Prior to, or simultaneously with, submission of the Lot
1 Final Plan for Village review, Applicant shall submit a final plat of subdivision
for the Property (“Final Subdivision Plat”), which shall be in conformity with
the Tentative Subdivision Plat included in the Plans approved by this
Ordinance. Subject to Village review and approval in accordance with the
Village’s Subdivision Regulations, the Final Subdivision Plat shall be recorded
together with the Lot 1 Final Plan.

D. Recording Lot 1 Final Plan and Final Subdivision Plat. The Village shall not
affix any signatures or certifications to, or file for recording, the Lot 1 Final Plan
or the Final Subdivision Plat until both have been approved by the Village and
Applicant has: (A) obtained all other approvals, sworn statements, signatures,
and certifications required for the Final Subdivision Plat; (B) presented the
Village with adequate evidence of merchantable fee simple title to the Property;
(C) paid to the Village any outstanding invoices for legal, engineering,
consulting, and administrative fees, costs, and expenses as provided in
Subsection 7.Q of this Ordinance; (D) deposited with the Village Clerk a
sufficient sum, in current funds, to reimburse the Village for the actual cost of
recording the Final Subdivision Plat and the Lot 1 Final Plan; and (E) delivered
to the Village a fully executed declaration of covenants and restrictions in
accordance with (and except as may be provided in) Subsection 7.O of this
Ordinance, as well as any other required deliverables. Following approval of
the Lot 1 Final Plan and the execution and attestation of the Final Subdivision
Plat by the Village President and Village Clerk, the Village shall cause the Lot
1 Final Plan and the Final Subdivision Plat to be recorded in the office of the
Lake County Recorder.

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E. Lot 1 Performance and Payment Letters of Credit. Prior to obtaining any

grading, tree, building, or other development permit for work on Lot 1, Petitioner
shall deliver to the Village performance and payment letters of credit in a form
acceptable to the Village and each in the amount of 110% of the estimated
cost, as determined by the Village Engineer, of: (i) constructing all
improvements to Lot 1 that are required to be constructed, installed, or placed
into service pursuant to the Lot 1 Final Plans or the Village Subdivision
Regulations, except for building and structural improvements; and (ii) installing
the Traffic Signal as defined in Subsection 7.H of this Ordinance (the
“Performance and Payment Security”). The deposit of the Performance and
Payment Security shall be a condition precedent to the Village’s issuance of
any grading, tree, building, or other development permit for Lot 1. The
Performance and Payment Security shall be maintained and renewed by the
Owner, and shall be held in escrow by the Village, until approval and
acceptance, where appropriate, of all the Lot 1 project improvements by the
Village pursuant to the Subdivision Regulations and this Ordinance.

F. Submittal of Detailed Plan for Lots 2, 3, and 4. Subject to any extension of

time granted by the Building Commissioner pursuant to § 260-1101.K of the
Zoning Code, within one year after the effective date of this Ordinance, the
Applicant shall submit for review and approval a detailed plan for Lots 2, 3, and
4 of the Proposed Development in accordance with Section 260-1163.D.3 of
the Zoning Code (“Lots 2-4 Detailed Plan”), which shall be in substantial
conformity with the Plans and otherwise comply with all applicable laws,
including without limitation all applicable provisions of the Zoning Code. If
Applicant does not file a complete Lots 2-4 Detailed Plan for Village review and
approval within such one-year period (subject to any extension that may be
granted), then the development concept plan approval for Lots 2-4 shall
automatically expire and be rendered void, and the special use permit granted
by this Ordinance for Lots 2-4 will be subject to revocation.

G. Signage. The final locations of the monument ground signs to be located on

the Property’s Waukegan Road and Half Day Road frontages, as depicted on
the Plans, shall be specified on the Lot 1 Final Plan and shall be subject to
review and approval by the Village Engineer for conformity with applicable
setbacks and traffic site clearance requirements.

H. Traffic Signal. Subject to approval by IDOT, the Applicant shall install a traffic
control signal at the Proposed Development’s full access driveway on
Waukegan Road (IL Route 43), or, if required by IDOT, at the access driveway
on the adjacent R-1 District property lying north of the Property (the “Traffic
Signal”). Applicant shall diligently pursue IDOT approval and any other
necessary permits or approvals for the Traffic Signal, and the Village shall
cooperate in such process. Applicant shall complete installation of the Traffic
Signal without cost or expense to the Village within 12 months after IDOT
issues a final approval for the Traffic Signal. If IDOT has approved the Traffic
Signal prior to Applicant’s application and entitlement for a certificate of
occupancy (“CO”) for any building improvements on the Property or any portion
thereof, then the Village shall not be required to issue a permanent CO for such
building improvements, and may instead issue a temporary CO conditioned
upon Applicant’s timely completion of the Traffic Signal installation.

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I. Tree Preservation and Replacement; Fee in Lieu. Applicant shall comply with
the tree preservation and replacement regulations set forth in Chapter 216 of
the Village Code and the Village Forester’s review letter attached hereto as
Exhibit D. As a precondition to the Village’s issuance of any tree permit for the
Property, Applicant shall deposit reforestation security with the Village in an
amount determined by the Building Commissioner, in consultation with the
Village Engineer and Village Forester as appropriate, in accordance with
Chapter 216 of the Village Code. Applicant also shall be required to pay a fee
in lieu of tree replacement to the extent that the final plans for the Proposed
Development do not provide for reforestation at the full replacement rate
required by Chapter 216. The amount of the fee in lieu is estimated to be
$44,850.00 based on the Plans, and the final amount of such fee in lieu shall
be subject to determination by the Village Forester based on the final plans for
the Proposed Development and in accordance with Section 216-6.D(6) of the
Village Code.

J. Impact Fees. Prior to the issuance of the first CO or temporary CO for any
dwelling unit on the Property, Applicant shall pay all applicable development
impact fees as required by the Annexation Agreement.

K. Gazebo and Accessory Structures. The final PUD plans shall provide detailed
elevations and architectural plans for the Gazebo and any other accessory
structures within the Proposed Development.

L. Building Spacing. The final PUD plans shall depict the spacing between
buildings within the Proposed Development and demonstrate compliance with
Section 260-1163E(2)(g) of the Zoning Code.

M. Delivery Hours. No product deliveries shall be made to any business

establishment on the Property between the hours of 11:00 p.m. and 6:00 a.m.
on any day of the week.

N. Roof Terraces. The Plans shall be revised to eliminate the 2,543 square foot
roof terrace proposed to be located on the southeastern side of the fourth floor
of the building on Lot 1, as more specifically depicted on Sheet 1.4 of the floor
plans prepared by Studio 222 Architects and dated October 15, 2019. The final
PUD plans shall reflect this revision. Roof access for residents or tenants of
the Property (other than limited access for maintenance, repairs, and similar
activities) shall be limited to the approximately 2,098 square foot roof terrace
depicted on said Sheet 1.4 on the northwestern side of the fourth floor of the
building on Lot 1.

O. Declaration of Covenants and Restrictions.

i. Prior to issuance of any building permit for Lot 1, the Applicant shall record
a declaration of covenants and restrictions against Lot 1, which declaration
shall be in a form satisfactory to the Village and shall be subject to the
review and approval of the Village Attorney.

ii. Prior to issuance of any building permit for Lot 2, 3, or 4, the Applicant shall
record a declaration of covenants and restrictions against Lots 2, 3, and 4,

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which declaration shall be in a form satisfactory to the Village and shall be

subject to the review and approval of the Village Attorney.

P. Compliance with Laws. Except as otherwise expressly provided in this

Ordinance, the Zoning Code and all other applicable ordinances and
regulations of the Village shall continue to apply to the proposed improvements
and the Property. The development and use of the Property shall be in
compliance with all applicable laws, regulations, and ordinances of all federal,
state, and local governments and agencies having jurisdiction (including
without limitation regulations relating to wetlands and stormwater management
and drainage).

Q. Fees and Costs. Applicant shall pay all application and related fees as set
forth in the Village Code. In addition, subject to the provisions of the Annexation
Agreement, Applicant shall reimburse the Village for all of its costs (including
engineering, planning, and legal expenses) incurred in connection with the
review, consideration, approval, implementation, or enforcement of this
Ordinance. Any of the aforesaid amounts not paid within 60 days after delivery
of a demand in writing for such payment shall, along with the interest at a rate
of 1% per month and costs of collection (including reasonable attorneys’ fees),
become a lien upon the Property, and the Village shall have the right to
foreclose such lien in the name of the Village as in the case of foreclosure of
liens against real estate.

R. Binding Effect/Transferees. The rights and obligations set forth in this

Ordinance shall be binding on Applicant and any and all of their heirs,
successors, and assigns to all or any portion of the Property. To the extent that
a successor becomes bound to the obligations created herein pursuant to a
transferee assumption agreement acceptable to the Village, and such
successor demonstrates to the Village that it has the financial viability to meet
the obligations herein, the Applicant shall be released from their obligations
under this Ordinance to the extent of the transferee’s assumption of such
liability. The failure of the Applicant to provide the Village with an enforceable
transferee assumption agreement as herein provided shall result in the
Applicant remaining fully liable for all of their obligations under this Ordinance
but shall not relieve the transferee of its liability for all such obligations as a
successor to Applicant.

SECTION EIGHT: Effective Date. This Ordinance shall be in full force and effect from

and after its passage, approval, and publication in pamphlet form in the manner provided by law;

provided, however, that this Ordinance shall be of no force or effect unless and until: (i) the

Annexation Ordinance is recorded; and (ii) the Applicant has caused duly authorized persons to

execute and thereafter file with the Village their unconditional agreement and consent, in the form

attached hereto as Exhibit E, and by this reference incorporated herein and made a part hereof;

provided further that, if the Applicant does not so file the unconditional agreement and consent

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within 30 days following the passage of this Ordinance, the Village Board may, in its discretion

and without public notice or hearing, repeal this Ordinance and thereby revoke all approvals

granted in this Ordinance. Upon this Ordinance having full force and effect, the Village Clerk shall

cause it to be recorded in the Office of the Lake County, Illinois Recorder of Deeds.

PASSED THIS ____ DAY OF DECEMBER, 2019.

AYES: ()
NAYS: ()
ABSENT: ()
ABSTAIN: ()

APPROVED THIS ____ DAY OF DECEMBER, 2019.

_____________________________
Village President

ATTEST:

_____________________________
Village Clerk

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EXHIBIT A

LEGAL DESCRIPTION

The South 646.36 feet as measured along the East line of the Northwest Quarter of the Southwest
Quarter of that part of the Northwest Quarter of the Southwest Quarter of Section 17, Township
43 North, Range 12, East of the Third Principal Meridian, lying East of the Easterly right-of-way
line of Illinois Route 43 as relocated and North of the Northerly right-of-way line of Illinois
Route 22 as relocated, (EXCEPTING THEREFROM that part taken for roadway by
condemnation case 10ED30, described as commencing at the intersection of the North line of the
South 679.30 feet of the North half of said Southwest Quarter with the East right-of-way line of
Waukegan Road; thence on an assumed bearing of South 19 degrees 53 minutes 06 seconds East
on said East right-of-way line 41.79 feet to the point of beginning and to a 5/8 inch rebar with an
allied cap stamped "STATE OF ILLINOIS DIVISION OF HIGHWAYS RIGHT-OF-WAY
CORNER PLS 2630"; thence continuing South 19 degrees 53 minutes 06 seconds East on said
East right-of-way line 206.00 feet to an angle point on said East right-of-way line; thence South
32 degrees 09 minutes 20 seconds East on said East right-of-way line 350.57 feet to an angle
point on said East right-of-way line; thence South 37 degrees 20 minutes 01 seconds East on said
East right-of-way line 33.35 feet to a 5/8 inch rebar with an allied cap stamped "STATE OF
ILLINOIS DIVISION OF HIGHWAYS RIGHT-OF-WAY CORNER PLS 2630"; thence North
22 degrees 48 minutes 24 seconds West 588.58 feet to the point of beginning; also excepting
therefrom that part taken by condemnation case 10ED30 described as beginning at the Southwest
corner of Lot 60 in Del Mar Woods, being a subdivision of part of the Northeast Quarter of the
Southwest Quarter of Section 17, Township 43 North, Range 12 East, of the Third Principal
Meridian, according to the Plat thereof recorded March 3, 1926 as Document 274676; thence on
an assumed bearing of North 89 degrees 46 minutes 15 seconds West along the North right-of-
way line of Illinois Route 22, a distance of 114.83 feet to an angle point on said North right-of-
way line; thence North 75 degrees 45 minutes 49 seconds West along said North right-of way
line 57.84 feet to a point 47.00 feet North of the South line of the Northwest Quarter of said
Southwest Quarter and to a 5/8 inch rebar with an allied cap stamped "STATE OF ILLINOIS
DIVISION OF HIGHWAYS RIGHT-OF-WAY CORNER PLS 2630"; thence South 89 degrees
46 minutes 15 seconds East parallel with said South line 170.76 feet to the West line of said Lot
60; thence South 00 degrees 32 minutes 18 seconds East along said West line 14.00 feet to the
point of beginning), in Lake County, Illinois.

ALSO EXCEPT that portion deeded to Continental Beeson Corner LLC in Deed recorded July
15, 2016 as Document 7309767 described as follows:

That part of the Northwest Quarter of the Southwest Quarter of Section 17, Township 43 North,
Range 12, East of the Third Principal Meridian, lying East of the Easterly right-of-way line of
Illinois State Route 43 (Waukegan Road) being more particularly described as follows:

Commencing at the Northwest corner of the Southwest Quarter of said Section 17; thence South
89 degrees 47 minutes 00 seconds East along the North line of the Southwest Quarter of said

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Section 17, a distance of 1334.15 feet to the Northwest corner of the Del-Mar Woods
Subdivision as recorded in the Lake County, IL Register of Deeds as Document No. 274676;
thence South 00 degrees 41 minutes 54 seconds East along the West line of said Subdivision, a
distance of 640.79 feet to the North line of the South 679.36 feet of the Northwest Quarter of
said Southwest Quarter, said point also being the point of beginning; thence continuing South 00
degrees 41 minutes 54 seconds East along the West line of said Subdivision, a distance of 28.60
feet to a line lying 28.60 feet Southerly of and parallel with said North line of the South 679.36
feet; thence South 89 degrees 55 minutes 51 seconds West along said parallel line, a distance of
478.54 feet to the Easterly right-of-way of State Route "43" (Waukegan Road) per Right-of-Way
Plans, FA Route 9, Job No. R91-107-76; thence North 20 degrees 02 minutes 42 seconds West
along said Easterly right-of-way line, a distance of 30.46 feet to the said North line of the South
679.36 feet; thence South 89 degrees 55 minutes 51 seconds East along said North line of the
South 679.36 feet, a distance of 488.63 feet to the point of beginning, in Lake County, Illinois.

Property Index No.: 16-17-300-045

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EXHIBIT B

PLANS

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EXHIBIT C

VILLAGE ENGINEER REVIEW LETTER

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EXHIBIT D

VILLAGE FORESTER REVIEW LETTER

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EXHIBIT E

UNCONDITIONAL AGREEMENT AND CONSENT

Pursuant to Section Eight of Bannockburn Ordinance No. 2019-O-__ and to induce the
Village of Bannockburn to grant the approvals provided for in such Ordinance, the undersigneds
acknowledge for the Applicant and its successors and assigns in title to the Property that the
Applicant:

1. has read and understands all of the terms and provisions of said Ordinance No. 2019-O-__;

2. hereby unconditionally agrees to accept, consent to, and abide by all of the terms, conditions,
restrictions, and provisions of Ordinance No. 2019-O-___ and any amendments thereto; the
Bannockburn Zoning Code; and all other applicable codes, ordinances, rules, and regulations;

3. acknowledges and agrees that the Village is not and shall not be, in any way, liable for any
damages or injuries that may be sustained as a result of the Village’s issuance of any
approvals or permits for the use of the Property, and that the Village’s issuance of any
approval or permit does not, and shall not, in any way, be deemed to insure the Applicant
against damage or injury of any kind and at any time;

4. acknowledges that all public notices and hearings have been properly given and held with
respect to the adoption of the Ordinance, has considered the possibility of the revocation
provided for in the Ordinance, and agrees not to challenge any revocation on the grounds of
any procedural infirmity or any denial of any procedural right;

5. agrees to and does hereby hold harmless and indemnify the Village, the Village’s corporate
authorities, and all Village elected and appointed officials, officers, employees, agents,
representatives, and attorneys, from any and all claims that may, at any time, be asserted
against any of these parties in connection with the Property or any Village action respecting
the Proposed Development of the Property or the Requested Relief, including without
limitation the adoption of this Ordinance or granting the approvals to the Applicant pursuant
to the Ordinance (or claims relating to any ordinance or code provision pursuant to which the
Requested Relief is otherwise authorized), except as may arise from the Village’s gross
negligence or willful misconduct, and provided that the Village shall assert its available
immunities in connection with such claims. In the event that the Village elects to retain
separate counsel in defense of any such claims, the Applicant hereby agrees to reimburse
the Village for its attorneys’ fees and costs incurred in connection of such defense of claims;
and

6. represents and acknowledges that the persons signing this Unconditional Agreement and
Consent are duly authorized to do so on behalf of the Applicant.

THOMAS E. BEESON DONNA BEESON

ATTEST: ATTEST:

_____

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Board of Trustees December 9, 2019 Meeting at 7:00 p.m.

Discussion / Action Items: Agenda Item #10

Discuss and Consider Approval of an Ordinance Amending the Bannockburn Zoning Code
Regarding the R-1 Specialty Retail District, the Planned Unit Development Provisions in Article
XI of the Bannockburn Zoning Code, and the Definitions in Section 260-1226 of the
Bannockburn Zoning Code.

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VILLAGE OF BANNOCKBURN

ORDINANCE NO. 2019-__

AN ORDINANCE AMENDING THE BANNOCKBURN ZONING CODE

REGARDING THE R-1 SPECIALTY RETAIL DISTRICT, THE PLANNED UNIT
DEVELOPMENT PROVISIONS IN ARTICLE XI OF THE BANNOCKBURN
ZONING CODE, AND THE DEFINITIONS IN SECTION
260-1226 OF THE BANNOCKBURN ZONING CODE

Adopted by the
President and Board of Trustees
of
the Village of Bannockburn
this __th day of December, 2019

Published in pamphlet form by direction

and authority of the Village of Bannockburn,
Lake County, Illinois
this __th day of December, 2019

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VILLAGE OF BANNOCKBURN

ORDINANCE NO. 2019-__

AN ORDINANCE AMENDING THE BANNOCKBURN ZONING CODE

REGARDING THE R-1 SPECIALTY RETAIL DISTRICT, THE PLANNED UNIT
DEVELOPMENT PROVISIONS IN ARTICLE XI OF THE BANNOCKBURN
ZONING CODE, AND THE DEFINITIONS IN SECTION
260-1226 OF THE BANNOCKBURN ZONING CODE

WHEREAS, the Village of Bannockburn (the “Village”) has adopted the

Bannockburn Zoning Code, being Chapter 260 of the Bannockburn Municipal Code

(the “Zoning Code”), for the purposes, inter alia, of implementing and fostering the

goals and policies of the Village's Comprehensive Plan in order to preserve

Bannockburn's distinctive community character, which provides the Village with its

identity and serves as a needed contrast to surrounding suburban development in the

region; and

WHEREAS, the Village has received a petition to annex an approximately 4.9-

acre property located at the northeast corner of Half Day Road and Waukegan Road

(the “New Territory”) that could enhance the easterly gateway to the Village; and

WHEREAS, the New Territory prior to annexation has been zoned in the GC-

General Commercial District under the Lake County Unified Development Ordinance

(“County UDO”); and

WHEREAS, in anticipation of the Village’s annexation of the New Territory, the

Village’s Plan Commission/Zoning Board of Appeals (“PCZBA”) conducted a public

hearing on 18 November 2019 pursuant to notice duly published to consider the

appropriate zoning for the New Territory; and

WHEREAS, based on the testimony and information presented to the PCZBA

in connection with such public hearing, the PCZBA recommended amendments to the

Zoning Code as reflected in this Ordinance to ensure the suitable development of the

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New Territory and otherwise to enhance the land uses and preserve the character of

the Village; and

WHEREAS, the President and Board of Trustees (the “Village Board”), having

considered the recommendation of the PCZBA, and in the exercise of its legislative

judgment as authorized by the Illinois Municipal Code, the Illinois Compiled Statutes,

and the Village’s home rule authority pursuant to the Illinois Constitution, have

determined that it is in the best interest of the Village and its residents to amend the

Zoning Code as set forth in this Ordinance;

NOW, THEREFORE, BE IT ORDAINED BY THE PRESIDENT AND BOARD

OF TRUSTEES OF THE VILLAGE OF BANNOCKBURN, COUNTY OF LAKE,

STATE OF ILLINOIS, as follows:

SECTION ONE: Recitals. The foregoing recitals are hereby incorporated

into and made a part of this Ordinance as if fully set forth.

SECTION TWO: Amendment to Article IV, Part 2 of the Zoning Code.

Part 2, entitled “Specialty Retail District,” of Article IV, entitled “Retail Districts,” of the

Zoning Code is hereby amended in its entirety, so that said Part 2 of Article IV shall

hereafter be and read as follows:

§ 260-421 Purpose.

The purpose of the R-1 Specialty Retail District (R-1 District) is to

provide an area for high-quality, specialty retail commercial
development that is compatible with the essential character and scale
of development of the Village. The R-1 District is intended to encourage
development of either: (1) major, stand-alone grocery and retail stores
having a unified development concept consisting of a single principal
use, with or without complementary ancillary uses., or (ii) mixed-use
retail and commercial developments having a unified
development concept with an emphasis on first floor retail uses
and complementary uses on upper floors. A mixed-use retail
development on a site with frontages on both Routes 43 and 22
that abuts existing residential development may include
residential uses above the ground floor as a special use when it is
determined that such complementary residential uses will

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enhance the viability and vitality of the on-site retail uses and retail
uses on adjacent properties while reducing traffic, infrastructure
and other impacts.

This The R-1 District is distinguished from the R Retail District, in

which small specialty shops, services, restaurants, and incidental
nonretail, including multi-tenant shopping centers, are encouraged.
Bulk regulations, use limitations, design criteria, and landscaping
requirements are intended to allow specialty commercial developments
to serve the shopping needs, service and retail of the citizens of the
Village and others, while enhancing the overall community character of
the Village.

§ 260-422 Mapping restrictions.

The Specialty Retail District is designed and intended to be mapped in

the general vicinity of the northeastern quadrant of the intersection of
Waukegan Road and Half Day Road, being the two primary
thoroughfares serving the Village, where:
A. Its impact upon the Village's single-family residential character
and development can be minimized with appropriate site plan and
development restrictions; and

B. It will otherwise comport with the commercial character of the

intersection of Waukegan Road and Half Day Road.

C. Enhance the intersection of Waukegan Road and Half Day

Road as the eastern entrance to Bannockburn.

§ 260-423 Permitted uses.

The following uses and no others are permitted as of right in the

Specialty Retail District:
A. Parks.

B. Open space.

§ 260-424 Accessory structures and uses.

Accessory structures and uses are permitted in the Specialty Retail

District, subject to the provisions of § 260-901 of this code.

§ 260-425 Temporary uses.

Temporary uses are permitted in the Specialty Retail District, subject to

the provisions of § 260-903 of this code.

§ 260-426 Special uses.

The uses listed in the following table may be permitted in the Specialty

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Retail District, but only if authorized by, and subject to the issuance of,
a special use permit as provided in § 260-1162 of this code. See § 260-
1151 of this code regarding use interpretations.
A. Retail trade.

(1) Paint, glass and wallpaper stores (523).

(2) Hardware stores (525).

(3) Grocery supermarkets (5411).

(4) Meat and seafood markets (5421).

(5) Candy, nut, and confectionery stores (544).

(6) Dairy products stores (545).

(7) Retail bakeries (546).

(8) Miscellaneous food stores, but not including egg or poultry

dealers (5499).

(9) Apparel and accessory stores (56).

(10) Home furniture, furnishings, and equipment stores (57).

(11) Caterers (5812).

(12) Restaurants, but not including carry-out or drive-in

establishments (5812).

(13) Cocktail lounges, but only when located within, and

accessible only from the interior of, permitted restaurants or
grocery supermarkets and intended primarily to serve the
patrons of such restaurants or grocery supermarkets (5813).

(14) Drug stores and proprietary stores, which may include

accessory drive-through facilities. (5912).

(15) Packaged wine stores (5921).

(16) Antique stores (5932).

(17) Miscellaneous shopping goods stores, but not including

ammunition or firearms sales (594).

(18) Retail stores, not elsewhere classified, but not including

auction rooms, fireworks sales, gravestone sales, sales
barns, or tombstone sales (599).

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(19) Automobile service stations, subject to the limitations of

§ 260-431B (5541).

(20) Carry-out and fast-food restaurants, which may include

accessory drive-through facilities (5812).

(21) Catalog and mail order houses (5961).

B. Finance, insurance and real estate.

(1) Security and commodity brokers, dealers, and services (62),

not including security and commodity exchanges (623).

(2) Insurance carriers (63).

(3) Insurance agents, brokers, and services (64).

(4) Real estate agents, brokers, and managers (6531).

(5) Real estate appraisers (6531).

(6) Real estate multiple-listing services (6531).

(7) Commercial banks (602) and savings institutions (603),

including accessory drive-in and automatic teller facilities, but
not including drive-in or automatic teller facilities as a principal
use.

C. Services.

(1) Landscape architects (0781).

(2) Travel agencies (4724).

(3) Retail agents for laundries and dry cleaners (7212).

(4) Portrait photographers (7221).

(5) Beauty shops, but not including beauty culture or

cosmetology schools (7231).

(6) Barber shops, but not including barber colleges (7241).

(7) Costume rental (7299).

(8) Tuxedo and formalwear rental (7299).

(9) Secretarial and court reporting services (7338).

(10) Interior decorating and designing studios (7389).

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(11) Picture framing (7699).

(12) Health services (80), but not including freestanding

emergency medical centers (8011), nursing and personal
care facilities (805), hospitals (806), medical and dental
laboratories (807), or miscellaneous health and allied
services (809).

(13) Legal services (81).

(14) Engineering, architectural, and surveying services (871).

(15) Accounting, auditing, and bookkeeping services (872).

(16) Artists' studios (8999).

(17) Computer programming, data processing, and other

computer-related services (737).

(18) Learning centers.

(19) Health club or other sports, physical fitness or recreation

facilities.

D. Residential Uses.

(1) Multi-family residential uses shall be allowed, but only

as part of a planned development in accordance with
Section 260-426F; provided, however, that no individual
apartment or condominium is located on the first floor of
any building.

(2) Services, entryways, lobbies, elevators, stairwells and

other ancillary improvements supporting multi-family
residential uses shall be allowed on the first floor of any
building, but only as part of a planned development in
accordance with Section 260-426F.

E. Miscellaneous.

(1) Business, professional and administrative offices not

otherwise listed.

(2) Personal wireless services antennas mounted on an existing

structure or other support structure, provided that no support
structure shall exceed a height of 75 feet, and provided,
further, that such support structure shall be located on that
portion of a zoning lot that is least visually obtrusive but still
functional, and that such antennas and support structures
shall be subject to the regulations of § 260-910.
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(3) Other antennas and antenna support structures, subject to

the regulations of § 260-901D(7), (8), and (9).

(4) Live entertainment accessory to a specially permitted

restaurant or grocery supermarket and wholly located in an
enclosed structure.

(5) Periodic live entertainment and sales (e.g., art fairs and
other festivals) in central open space areas specifically
designed for and approved as part of the Special Use for
that purpose, intended to serve the local residents of the
development and the community.

(5)(6) Retail sale, or brewing and sale as part of a

microbrewery, of alcoholic beverages primarily for on-
premises consumption and complementary complimentary
tastings of beer and wine accessory to a specially permitted
grocery supermarket or restaurant, subject to compliance
with all applicable liquor regulations and license
requirements.

(6)(7) Signage that does not strictly conform to the requirements

of § 260-906 of this code.

(7)(8) Operation of a use permitted or specially permitted by the

provisions of this article beyond the time specified in § 260-
431F.

(8)(9) Operation of any activity conducted on a temporary basis

in whole or in part outside a completely enclosed building and
related to a use otherwise permitted or specially permitted by
the provisions of this article, including, without limitation,
periodic outdoor sales (e.g., art fairs and other festivals)
and other entertainment in central open space areas,
specifically designed and approved as part of the
Special Use, intended to serve the development and/or
local residents of the community; provided, however, that
the operation of any such activity may be further regulated
pursuant to the provisions of § 260-903 of this code.

(9)(10) Outdoor display and sale of merchandise and/or outdoor

seating areas, but not including outdoor display, sale,
service, or consumption of alcoholic beverages, as an
accessory use to a grocery supermarket.

(10)(11) Off-site provision of required parking spaces, subject to

the provisions of § 260-904B(2)(b).

(11)(12) Collective provision of required parking spaces, subject to

the provisions of § 260-904B(2)(c).
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(12)(13) Landbanking of required parking, subject to the provisions

of § 260-904E.

(13)(14) Light sources and/or luminaires that extend into a

required bufferyard, provided that such light sources and/or
luminaires are affixed to a building wall and do not extend
more than 24 inches into the required bufferyard, and that all
lot line illumination requirements are satisfied.

(14)(15) Exterior lighting that does not strictly conform to the

requirements of § 260-901D(10) of this code.

(15)(16) Bufferyards, landscaping, and/or screening that does not

strictly conform to the requirements of § 260-907 or 260-908
of this code.

(16)(17) To exceed the nonretail use limitations contained in

§ 260-431I of this article to allow for up to 15% of the gross
floor area of the ground floor space in a building to be
occupied by nonretail uses.

(17)(18) To reduce the number of parking spaces required by

§ 260-427 of this article in excess of that permitted by
variation authorized in § 260-1153E(1); provided, however,
that in no event shall the number of parking spaces required
on a lot be reduced by more than 10% of that required by this
code.

F. Planned Developments, but only in accordance with Section

260-1163 of this code; provided further that:

(1) A planned development may only be requested for a

unified development site as defined in Section 260-
1226;

(2) Except as may be set forth in the special use permit

granting planned development approval, development
regulations shall be applicable to the unified
development site rather than individual lots within the
unified development site;

(3) Appropriate covenants shall be recorded against the

unified development site to ensure that the unified
development site remains in compliance with
applicable requirements, notwithstanding any
subdivision or conveyance of lots within the unified
development site;

(4) A planned development may be authorized as part of a

special use approval to exceed the nonretail use
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limitations contained in § 260-431I of this article to

allow for up to 35% of the gross floor area of the ground
floor space in the buildings of the unified development
site to be occupied by nonretail uses; and

(5) Modifications to otherwise applicable site standards,

including without limitation setbacks, building height,
and floor area may be approved as part of the planned
development to the extent expressly authorized in the
text of a special use permit.

§ 260-427 Parking and loading requirements.

The parking and loading requirements applicable in the Specialty Retail

District are set forth in §§ 260-904 and 260-905 of this code; provided,
however, that:
A. Notwithstanding § 260-904F, the minimum number of off-street
parking spaces required for any retail trade use in the Specialty
Retail District shall be 4.5 spaces per 1,000 square feet of net floor
area; and

B. Notwithstanding § 260-904C(3)(c) and § 260-905C(3)(c), the

required stormwater system shall either be:

(1) A positive stormwater drainage system connected to a public

storm sewer system; or

(2) Such other stormwater management system that meets all

other applicable Village and Lake County requirements for
stormwater detention and discharge, subject to Village
Engineer approval.

§ 260-428 Sign regulations.

The sign regulations applicable in the Specialty Retail District are as

set forth in § 260-906 of this code or as otherwise provided by special
use permit granted pursuant to § 260-426.

§ 260-429 Bufferyards, landscaping, and screening requirements.

The requirements relating to bufferyards, landscaping, and screening

of certain uses and structures in the Specialty Retail District are as set
forth in §§ 260-907 and 260-908 of this code or as otherwise provided
by special use permit granted pursuant to § 260-426.

§ 260-430 Lighting requirements.

The exterior lighting regulations applicable in the Specialty Retail

District are set forth in § 260-901D(10) of this code or as otherwise
provided by special use permit granted pursuant to § 260-426.

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§ 260-431 Use limitations.

A. No first-floor residential uses. No residential units uses shall be

allowed within the first-floor space of any building in the
Specialty Retail District.

B. Automotive services limited. Automobile service station services

shall be limited to the retail sale and dispensing of fuel, lubricants,
coolants, tires, batteries, minor accessories and supplies; and
installation and customary services incidental thereto. Towing
operations shall be prohibited. Facilities for chassis and gear
lubrication and for the washing of vehicles may be authorized by a
special use permit only if enclosed in a building, and then limited
to not more than four vehicles. In no event shall any service station
be located within 2,000 feet of any other service station, whether
or not such other service station is located within the Village.

(1) In no event shall the sale, rental, storage, service (except the
minor service hereinabove mentioned), or repair of motorized
vehicles, including passenger cars, trucks, buses, trailers,
recreational vehicles or motorcycles, be allowed in the
Specialty Retail District.

(2) In no event shall the sale or installation of vehicle parts and

accessories (except the minor accessories and installation
hereinabove mentioned) be allowed in the Specialty Retail
District.

C. Wholesale establishments prohibited. No wholesale

establishments or activities shall be allowed in the Specialty Retail
District. All business establishments shall be retail or service
establishments dealing directly with consumers.

D. Manufacturing limited. No manufacturing, processing, or treatment

of products shall be conducted on any premises in the Specialty
Retail District, except those that are incidental to a principal retail
business use. All products produced on the premises shall be sold
at retail on the premises.

E. Storage limited. No storage or warehousing of any product shall be

permitted in the Specialty Retail District except such as is
incidental to a principal retail use.

F. Hours of operation. No use shall conduct normal operations before

the hour of 6:00 a.m. or continue normal operations past the hour
of 10:00 p.m.; provided, however, that the hours of operation for a
particular use may be varied from the limitations set forth above
upon the granting of a special use permit. A coffee shop, health
club or other sports, physical fitness or recreation facility may
commence operation at 5:00 a.m., but no deliveries shall be
{00023388 4} 11
 11/26/19 Draft

permitted until 6:00 a.m.

G. Operations within buildings. All business and services, including

servicing, storage, processing or display of goods, except for off-
street parking and loading, shall be conducted within completely
enclosed buildings, except as specifically authorized by a special
use permit pursuant to § 260-426 or a temporary use permit
pursuant to § 260-903D of this code.

H. Noxious or offensive impact prohibited. No use shall be conducted

in any manner which would render it noxious or offensive by reason
of dust, refuse matter, odor, smoke, gas, fumes, noise, vibration or
glare.

I. Use limitations.

(1) Except as specifically authorized by a special use permit

pursuant to § 260-426, nonretail uses shall be prohibited in
any ground floor space in the Specialty Retail District.

(2) For purposes of this subsection, the following terms shall

have the following meanings:

NONRETAIL USE
Any use whose predominate activity does not produce sales
tax for the Village, including, but not limited to, banks,
brokerage offices, real estate offices, and other business or
professional offices, and residential uses.
PREDOMINATE ACTIVITY
An activity that accounts for:

(a) Fifty percent or more of the activity conducted in the

ground floor space, either upon a lot or, for a planned
development, within the unified development site; or

(b) Fifty percent or more of the retail value of the annual

gross sales in the ground floor space, either upon a lot
or, for a planned development, within the unified
development site; or

(c) Fifty percent or more of the floor area of the ground floor
space, not including storerooms, stock areas, bathrooms,
basements, or any other portion of the establishment not
open to the public, either upon a lot or, for a planned
development, within the unified development site.

§ 260-432 Bulk, space and yard requirements.

The building height, lot, yard, floor area ratio, and coverage
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 11/26/19 Draft

requirements applicable in the Specialty Retail District are set forth in

the following table. Footnote references appear in Subsection F of this
section at the end of the table.

A. Maximum height. Whichever is less.

(1) Feet: 35.

(2) Stories: two.

C. Minimum area and dimensions.

(1) Total district area: eight acres.

(2) Individual lot area (square feet): 40,000.

(3) Lot width (feet): 150.

(4) Lot depth (feet): 200.

D. Minimum yards.

(1) Front and corner side (feet): 20.

(2) Side (feet): five.

(3) Rear (feet): 30.

E. Maximum floor area ratio: 0.22.

F. Maximum lot coverage: 70%.

G. Exceptions and explanatory notes.

(1) Height limitation for accessory structures. No accessory

structure shall exceed 15 feet in height; provided, however,
that flagpoles may extend to a height of 10 feet above the
highest point of the roof of the principal structure and the
height of antennas shall be governed by § 260-901D of this
code.

(2) Height limitation for mixed-use buildings with residential

units. A mixed-use building with residential units
approved as part of a planned development may exceed
the height limitations of Section 260-432A to the extent
authorized in a special use permit, provided that no such
building shall the height exceed the lesser of 55 feet or
four stories.

(2)(3) Nonconforming lots. See § 260-1005 of this code for lot

{00023388 4} 13
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requirements with respect to legal nonconforming lots of

record.

(4) Lot sizes in Planned Development. The minimum size of

any lot within a unified development site shall be
established in the special use permit approving a
planned development.

(3)(5) Special setbacks for signs. Except as modified by special

use permit pursuant to § 260-426, special setbacks
established for certain signs by § 260-906G and I of this code
shall control over the yards and setbacks established in the
table.

(4)(6) Permitted obstruction in required yards. See § 260-909 of

this code for certain structures and uses that may be located
in certain required yards. Other obstructions in required yards
are permitted only in accordance with a special use permit
granted pursuant to § 260-426.

(5)(7) Setback from Waukegan Road and Half Day Road.

Except as may be expressly authorized in a special use
permit for a planned development, no No building or any
part thereof shall be erected within 50 feet of the lot lines
along Waukegan Road or Half Day Road. No off-street
parking shall be provided within 20 feet of Waukegan Road or
within 50 feet of Half Day Road.

(6)(8) Platted building lines. See § 260-1201E of this code.

(7)(9) Side and rear yard abutting residential districts. In the

event that a side or rear yard in the Specialty Retail District
abuts a residential district or development, except as
specifically authorized by a special use permit pursuant
to § 260-426 of this code, such yard shall be not less than
60 feet in width or depth, as the case may be; provided,
however, that parking areas, driveways, and roadways may
be located within the required yard but shall be set back not
less than 30 feet from any property located in a residential
district or development, unless otherwise specifically
authorized by a special use permit for a planned
development pursuant to § 260-426 of this code.

(8)(10) Side and rear yard regulations for accessory structures

and uses. Subject to the setback requirements set forth in
Paragraph F(5)(7) above, and except as specifically
authorized by a special use permit for a planned
development pursuant to § 260-426 of this code, parking
areas, driveways, and sidewalks, wherever located, and other
detached accessory structures and uses, when located within

{00023388 4} 14
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the rear 20% of the lot, shall not be required to maintain an

interior side or rear yard or setback in excess of five feet
unless the lot abuts property used or zoned for residential
purposes, in which case a thirty-foot setback shall be
maintained; provided, however, that this regulation shall not
apply to antennas and antenna support structures; and
provided further, however, that no accessory structure or use,
or combination of such structures or uses, located within an
otherwise required side or rear yard pursuant to this
paragraph shall occupy more than 30% of such required yard.

(11) Front yard regulations for signage and walkways.

Notwithstanding any other provision of this chapter, signage
and pedestrian walkways may be located within a required
front yard setback, provided that such signage and walkways
are part of a site plan approved by special use permit
pursuant to § 260-426.

(12) Credit for right-of-way dedication. For any zoning lot included
within the Specialty Retail District that has frontage along
Waukegan Road (Illinois Route 43), to the extent that any land
from such lot is dedicated or otherwise conveyed for right-of-
way purposes for Waukegan Road without compensation or
remuneration of any sort, the Waukegan Road lot line(s) for
such lot shall be deemed to be the lot line(s) as existed as of
April 11, 2016. The pre-dedication lot area and dimensions of
such lot shall be applied for purposes of calculating lot area
and dimensions, yards, gross floor area, and lot coverage
requirements.

SECTION THREE: Amendments to Section 260-1131 of the Zoning Code.

Paragraphs (9), (10), and (11) of Subsection E, entitled “Minimum data requirements,”

of Section 260-1131, entitled “Applications,” of Part 3, entitled “Zoning Applications

and Hearings,” of Article XI, entitled “Zoning Administration and Enforcement,” of the

Zoning Code are hereby amended in their entirety, so that said Paragraphs (9), (10),

and (11) shall hereafter be and read as follows:

§260-1131. Applications.

* * *

(E) Minimum data requirements.

* * *

{00023388 4} 15
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(9) Applications for planned unit development concept

plan approval. Every application filed pursuant to
§ 260-1163D(2) of this code shall, in addition to the
data and information required pursuant to Paragraphs
(1) and (2) above, provide the following information:

(a) A development name unique to the Bannockburn area

for identification purposes.

(b) Evidence that the applicant has sufficient control

over the subject property to effectuate the proposed
planned unit development, including a statement of all
legal, beneficial, tenancy, and contractual interests
held in or affecting the subject property, and a recent
commitment for title insurance or ownership search
certificate.

(c) A map depicting municipal and special district

boundaries where adjacent to or within the subject
property.

(d) A written statement addressing the following

matters:

[1] A general description of the proposed

planned unit development, the planning
objectives to be achieved by it, including the
rationales and assumptions of the applicant
supporting the proposed planned unit
development, and the market it is intended to
serve.

[2] How the proposed planned unit development

is to be designed, arranged, and operated so as
not to adversely affect the development and use
of neighboring property in accordance with
applicable regulations of this code.

(e) Schematic, soft-line drawings of the proposed

planned unit development concept, including public or
private rights-of-way on or adjacent to the subject
property; the proposed dimensions and locations of
vehicular and pedestrian circulation and parking
elements; public and private open space; residential,
business, office, and other land uses; and general
location of and purpose of all easements.

(f) A tentative plat of subdivision if required by Chapter

205, Subdivision Regulations, of the Village Code.

{00023388 4} 16
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(g) For each residential planned unit development, a

population/school impact study, which shall:

[1] Estimate the projected school population, by

grade level, upon completion of the
development;

[2] Estimate the impact such population will have

upon public school facilities within the Village;
and
[3] Set forth any specific proposals the applicant
has to mitigate such impact.

(h) A tax impact study indicating the possible tax

consequences the proposed planned unit development
will have upon the Village and other affected taxing
bodies.

(i) A traffic and transit impact study including a list of

new street construction and traffic control
improvements necessary to accommodate the
estimated increase in traffic and traffic-related
problems occasioned by the proposed development
and a statement of the applicant's proposals for
providing those needed improvements.

(j) A preliminary engineering study showing the location

and adequacy of existing and proposed sanitary sewer,
storm sewer, and water distribution systems.

(k) A written statement identifying existing natural and

environmental resources and features on the subject
property, including its topography, vegetation, soils,
geology, and scenic views, and the impact of the
proposed planned unit development on such resources
and features, including proposals to preserve or protect
such resources and features.

(l) Schematic, soft-line architectural elevations

indicating the general style of architecture and typical
building materials.

(m) A statement of the applicant's intent with respect to

the ownership, sale, and leasing of the various
completed units, structures, spaces, and areas within
the proposed planned unit development.

(n) If the planned unit development is to be constructed

in stages or units during a period extending beyond a
single construction season, a development schedule

{00023388 4} 17
 11/26/19 Draft

for each and every such stage, stating the approximate

beginning and completion date and the proportion of
total public or common open space to be provided for
each use and with each development stage.

(o) A detailed description of the financial assurances to

be presented to guarantee completion of all public
improvements and landscaped open space to be
provided in connection with the proposed planned unit
development.

(p) Evidence of the financing plan the applicant

proposes to use to complete the proposed planned unit
development. The applicant’s prior success in
completing projects of similar scope may be offered in
satisfaction of this requirement.

(q) Notwithstanding anything to the contrary in

Paragraph 260-1131E(9), the Board of Trustees
may, as part of an ordinance granting concept plan
approval, waive any application elements
hereinabove set forth.

(10) Applications for planned unit development detailed plan

approval. Every application filed pursuant to § 260-1163D(3) of this
code shall, in addition to the data and information required pursuant
to Paragraphs (1) and (2) above, provide the following information:

(a) The date on which development concept plan

approval was granted.

(b) An application for site plan approval pursuant to

Paragraph E(13) of this section and § 260-1165 of this
code.

(c) A statement and plan of the proposed treatment of

the perimeter of the proposed planned unit
development, including materials and techniques to be
used.

(d) When the proposed planned unit development or

stage thereof includes provision for public or common
open space, a statement describing the provision made
for the dedication or care and maintenance of such
open space. If it is proposed that such open space be
owned or maintained by any entity other than a
governmental authority, copies of the proposed articles
of incorporation and bylaws of such entity shall be
submitted. When the property is to be dedicated, a draft
of the instrument of dedication shall be submitted.

{00023388 4} 18
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(e) Copies of any restrictive covenants to be recorded

with respect to property included in the detailed plan.

(f) A statement summarizing all changes that have

been made, or have occurred in any document, plan,
data, or information previously submitted, together with
a revised copy of any such document, plan, or data.

(g) A final plat of subdivision if required by Chapter 205,

Subdivision Regulations, of the Village Code.

(h) All engineering data and drawings required in

connection with an application for final subdivision plat
approval under Chapter 205, Subdivision Regulations.

(i) Notwithstanding anything to the contrary in

Paragraph 260-1131E(10), the Board of Trustees
may, as part of an ordinance granting concept plan
approval, waive any application elements
hereinabove set forth.

(11) Applications for planned unit development final plan

approval. Every application filed pursuant to § 260-1163D(4)
of this code shall, in addition to the data and information
required pursuant to Paragraphs (1) and (2) above, provide
the following information:

(a) The date on which detailed plan approval was

granted.

(b) A final version, suitable for recording, of the site plan

required in Subparagraph E(10)(b) of this section,
containing any revisions required as a condition of
detailed plan approval.

(c) Proof of recording of any easements and restrictive

covenants prior to the sale of any land or structure or
portion thereof within the planned unit development
and of the establishment and activation of any entity
that is to be responsible for the management and
maintenance of any public or common open space.

(d) All certificates, seals, and signatures required for

the dedication of land and recordation of documents.

(e) Final architectural working drawings of all

structures.

(f) A statement summarizing all changes that have

{00023388 4} 19
 11/26/19 Draft

been made in any document, plan, data, or information

previously submitted, together with a revised copy of
any such document, plan, or data.

(g) All required bonds, letters of credit, or other

guarantees of performance as determined by the
Building Commissioner to be necessary to provide for
the completion of all public improvements and
landscaped open space, and other facilities and
amenities.

(h) Proof from appropriate governmental agencies that

all taxes on the subject property have been paid and
that all special assessments, taxes, or other levies
against the subject property or any part thereof have
been paid in full.

(i) Notwithstanding anything to the contrary in

Paragraph 260-1131E(11), the Board of Trustees
may, as part of an ordinance granting concept plan
approval, waive any application elements
hereinabove set forth.

SECTION FOUR: Amendments to Section 260-1163 of the Zoning Code.

Subparagraph (g), entitled “Building spacing,” of Paragraph 2, entitled “Additional

standards for all planned unit developments,” of Subsection E, entitled “Standards for

planned unit developments,” of Section 260-1163, entitled “Planned Unit

Developments,” of Part 6, entitled “Amendments and Special Approvals,” of Article XI,

entitled “Zoning Administration and Enforcement,” of the Zoning Code is hereby

amended in its entirety, so that said Subparagraph (g) shall hereafter be and read as

follows:

(g) Building spacing. No part of any building shall be closer to any

part of any other building than 10 feet, plus 1/2 foot for each
one foot by which either or both of such buildings exceed 25
feet in height, unless otherwise expressly authorized in an
ordinance granting planned development approval.

SECTION FIVE: Amendments to Section 260-1226 of the Zoning Code.

Section 260-1226, entitled “Definitions,” of Part 2, entitled “Interpretation,” of Article

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XII, entitled “Applicability and Interpretation,” of the Zoning Code is hereby amended

by adding a new definition entitled “Unified Development Site,” which new definition is

to be inserted alphabetically into Section 260-1226 and shall hereafter be and read as

follows:

“Unified Development Site”

One or more contiguous parcels in either the R or R-1 District

that are (i) not separated by any streets or other right-of-way,
(ii) under ownership by a single person at the time of approval
of a planned development (although this requirement shall
not be applicable after approval of a planned development for
such unified development site), (iii) at least four (4) acres in
area, and (iv) fronting both Illinois Route 22 and Illinois Route
43.

SECTION SIX: Effective Date. This Ordinance shall be in full force and

effect from and after its passage, approval, and publication in pamphlet form in the

manner provided by law.

PASSED THIS ____ DAY OF DECEMBER, 2019.

AYES: ()
NAYS: ()
ABSENT: ()
ABSTAIN: ()

APPROVED THIS ____ DAY OF DECEMBER, 2019.

_____________________________
Village President

ATTEST:

_____________________________
Village Clerk

{00023388 4} 21
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{00023388 4} 22
 Board of Trustees December 9, 2019 Meeting at 7:00 p.m.
Discussion / Action Items: Agenda Item #9

Discuss and Consider Approval of an Ordinance Annexing Certain Property to the Village of
Bannockburn (Northeast Corner of IL Routes 22 and 43).
 VILLAGE OF BANNOCKBURN

ORDINANCE NO. 2019-____

AN ORDINANCE ANNEXING CERTAIN PROPERTY

TO THE VILLAGE OF BANNOCKBURN
(Northeast Corner of IL Routes 22 and 43)

Adopted by the
President and Board of Trustees
of
the Village of Bannockburn
this ____ day of __________, 2019

Published in pamphlet form by direction

and authority of the Village of Bannockburn,
Lake County, Illinois
this ____ day of ___________, 2019

2
 VILLAGE OF BANNOCKBURN

ORDINANCE NO. 2019-____

AN ORDINANCE ANNEXING CERTAIN PROPERTY

TO THE VILLAGE OF BANNOCKBURN
(Northeast Corner of IL Routes 22 and 43)

WHEREAS, Thomas E. Beeson and Donna Beeson (collectively, “Owner”) are the

owners of an approximately 4.9-acre property located at the northeast corner of Half Day Road

and Waukegan Road and legally described in Exhibit A hereto (“Property”), located in

unincorporated Lake County, Illinois, which property (along with any unincorporated contiguous

rights-of-way) is legally described in Exhibit A attached to this Ordinance (“Unincorporated

Parcel”); and

WHEREAS, the Unincorporated Parcel is contiguous to the corporate limits of the

Village and is not within the corporate limits of any municipality; and

WHEREAS, Owner and the Village desire to have the Unincorporated Parcel annexed to

the Village pursuant to and in accordance with the provisions of Section 7-1-8 of the Illinois

Municipal Code, 65 ILCS 5/7-1-8; and

WHEREAS, Owners have filed with the Village Clerk a duly executed petition for

annexation that seeks annexation of the Unincorporated Parcel to the Village; and

WHEREAS, there are no electors residing within the boundaries of the Unincorporated

Parcel; and

WHEREAS, the Village has approved an Annexation Agreement that is to govern the

annexation of the Unincorporated Parcel to the Village and the development of the

Unincorporated Parcel (“Annexation Agreement”); and

WHEREAS, all petitions and other documents necessary to accomplish the annexation

of the Unincorporated Parcel to the Village have been executed; and

 WHEREAS, notice of the annexation has been delivered to all entities and officials in

accordance with, and as required by or pursuant to, the provisions of Section 7-1-1 of the Illinois

Municipal Code, 65 ILCS 5/7-1-1; and

WHEREAS, the Village is authorized to annex the Unincorporated Parcel pursuant to

Section 7-1-8 of the Illinois Municipal Code, 65 ILCS 5/7-1-8; and

WHEREAS, the President and Board of Trustees of the Village of Bannockburn have

found and determined that it is in the best interests of the Village that the Unincorporated Parcel

be annexed pursuant to the terms of the Annexation Agreement;

NOW, THEREFORE, BE IT ORDAINED BY THE PRESIDENT AND BOARD OF

TRUSTEES OF THE VILLAGE OF BANNOCKBURN, COUNTY OF LAKE, STATE OF

ILLINOIS, as follows:

SECTION ONE. Recitals. The foregoing recitals are hereby incorporated into, and

made a part of, this Ordinance as findings of the Board of Trustees of the Village of

Bannockburn.

SECTION TWO. Annexation. The Unincorporated Parcel shall be, and it is hereby,

annexed to the Village of Bannockburn.

SECTION THREE. Recordation and Reporting. The Village Clerk shall be, and is

hereby, authorized and directed to record or cause to be recorded in the Office of the Lake

County Recorder of Deeds promptly after the effective date of this Ordinance, a certified copy of

this Ordinance, including the Plat of Annexation (attached hereto as Exhibit B), in the manner

required by law. The Village Manager shall be, and is hereby, authorized and directed to notify

the Election Authorities, as defined in Section 7-1-1 of the Illinois Municipal Code, 65 ILCS 5/7-

1-1, and the United States Post Office branches serving the Unincorporated Parcel, of the

annexation by registered or certified mail within 30 days after the effective date of this

Ordinance.

2
 SECTION FOUR. Effective Date. This Ordinance shall be in full force and effect on

and after its passage and approval by a majority vote of the corporate authorities then holding

office and publication in pamphlet form in the manner provided by law.

PASSED this ___ day of ___________, 2019.

AYES:

NAYS:

ABSTAIN:

ABSENT:

APPROVED this ___ day of ____________, 2019.

Village President
ATTEST:

Village Clerk

3
 Exhibit A

LEGAL DESCRIPTION OF THE

UNINCORPORATED PARCEL

The following described property and any adjacent unincorporated public rights of way:

The South 646.36 feet as measured along the East line of the Northwest Quarter of the Southwest
Quarter of that part of the Northwest Quarter of the Southwest Quarter of Section 17, Township
43 North, Range 12, East of the Third Principal Meridian, lying East of the Easterly right-of-way
line of Illinois Route 43 as relocated and North of the Northerly right-of-way line of Illinois
Route 22 as relocated, (EXCEPTING THEREFROM that part taken for roadway by
condemnation case 10ED30, described as commencing at the intersection of the North line of the
South 679.30 feet of the North half of said Southwest Quarter with the East right-of-way line of
Waukegan Road; thence on an assumed bearing of South 19 degrees 53 minutes 06 seconds East
on said East right-of-way line 41.79 feet to the point of beginning and to a 5/8 inch rebar with an
allied cap stamped "STATE OF ILLINOIS DIVISION OF HIGHWAYS RIGHT-OF-WAY
CORNER PLS 2630"; thence continuing South 19 degrees 53 minutes 06 seconds East on said
East right-of-way line 206.00 feet to an angle point on said East right-of-way line; thence South
32 degrees 09 minutes 20 seconds East on said East right-of-way line 350.57 feet to an angle
point on said East right-of-way line; thence South 37 degrees 20 minutes 01 seconds East on said
East right-of-way line 33.35 feet to a 5/8 inch rebar with an allied cap stamped "STATE OF
ILLINOIS DIVISION OF HIGHWAYS RIGHT-OF-WAY CORNER PLS 2630"; thence North
22 degrees 48 minutes 24 seconds West 588.58 feet to the point of beginning; also excepting
therefrom that part taken by condemnation case 10ED30 described as beginning at the Southwest
corner of Lot 60 in Del Mar Woods, being a subdivision of part of the Northeast Quarter of the
Southwest Quarter of Section 17, Township 43 North, Range 12 East, of the Third Principal
Meridian, according to the Plat thereof recorded March 3, 1926 as Document 274676; thence on
an assumed bearing of North 89 degrees 46 minutes 15 seconds West along the North right-of-
way line of Illinois Route 22, a distance of 114.83 feet to an angle point on said North right-of-
way line; thence North 75 degrees 45 minutes 49 seconds West along said North right-of way
line 57.84 feet to a point 47.00 feet North of the South line of the Northwest Quarter of said
Southwest Quarter and to a 5/8 inch rebar with an allied cap stamped "STATE OF ILLINOIS
DIVISION OF HIGHWAYS RIGHT-OF-WAY CORNER PLS 2630"; thence South 89 degrees
46 minutes 15 seconds East parallel with said South line 170.76 feet to the West line of said Lot
60; thence South 00 degrees 32 minutes 18 seconds East along said West line 14.00 feet to the
point of beginning), in Lake County, Illinois.

ALSO EXCEPT that portion deeded to Continental Beeson Corner LLC in Deed recorded July
15, 2016 as Document 7309767 described as follows:

That part of the Northwest Quarter of the Southwest Quarter of Section 17, Township 43 North,
Range 12, East of the Third Principal Meridian, lying East of the Easterly right-of-way line of
Illinois State Route 43 (Waukegan Road) being more particularly described as follows:

Commencing at the Northwest corner of the Southwest Quarter of said Section 17; thence South
89 degrees 47 minutes 00 seconds East along the North line of the Southwest Quarter of said

4
Section 17, a distance of 1334.15 feet to the Northwest corner of the Del-Mar Woods
Subdivision as recorded in the Lake County, IL Register of Deeds as Document No. 274676;
thence South 00 degrees 41 minutes 54 seconds East along the West line of said Subdivision, a
distance of 640.79 feet to the North line of the South 679.36 feet of the Northwest Quarter of
said Southwest Quarter, said point also being the point of beginning; thence continuing South 00
degrees 41 minutes 54 seconds East along the West line of said Subdivision, a distance of 28.60
feet to a line lying 28.60 feet Southerly of and parallel with said North line of the South 679.36
feet; thence South 89 degrees 55 minutes 51 seconds West along said parallel line, a distance of
478.54 feet to the Easterly right-of-way of State Route "43" (Waukegan Road) per Right-of-Way
Plans, FA Route 9, Job No. R91-107-76; thence North 20 degrees 02 minutes 42 seconds West
along said Easterly right-of-way line, a distance of 30.46 feet to the said North line of the South
679.36 feet; thence South 89 degrees 55 minutes 51 seconds East along said North line of the
South 679.36 feet, a distance of 488.63 feet to the point of beginning, in Lake County, Illinois.

Property Index No.: 16-17-300-045

5
 Exhibit B

Annexation Plat

6
 Board of Trustees December 9, 2019 Meeting at 7:00 p.m.
Discussion / Action Items: Agenda Item #8

Discuss and Consider Approval of a Resolution Approving an Annexation Agreement

by and between the Village of Bannockburn and the Owners of Certain Parcels to be
Annexed by the Village of Bannockburn (Northeast Corner of IL Routes 22 and 43).

{00024059 2}
 VILLAGE OF BANNOCKBURN
RESOLUTION NO. 2019-___

A RESOLUTION APPROVING AN ANNEXATION AGREEMENT BY AND

BETWEEN THE VILLAGE OF BANNOCKBURN AND THE OWNERS OF
CERTAIN PARCEL TO BE ANNEXED BY THE VILLAGE OF BANNOCKBURN
(Northeast Corner of IL Routes 22 and 43)

WHEREAS, there exists an approximately 4.9-acre parcel of property located at the

northeast corner of Half Day Road and Waukegan Road that is immediately adjacent to the

corporate limits of the Village of Bannockburn (the “Territory”); and

WHEREAS, Thomas E. Beeson and Donna Beeson (collectively, “Owner”) are the

owners of the Territory, and the Owners desire to annex the Territory into the Village, subject to

certain pre-conditions, as well as certain terms for the use and development of the Territory; and

WHEREAS, the Owners have presented a proposed annexation agreement setting forth

the terms under which the Territory would be annexed into and developed within the corporate

limits of the Village, which proposed agreement has been reviewed by the Village (the

“Annexation Agreement”); and

WHEREAS, consistent with the requirements of Division 11-15.1 of the Illinois Municipal

Code, 65 ILCS 5/11-15.1-1 et seq., the Village has caused notice to be duly published regarding

a public hearing on the terms of the Annexation Agreement, which public hearing the corporate

authorities of the Village (the “Village Board”) did conduct on December 9, 2019; and

WHEREAS, following the close of the public hearing on December 9, 2019, the Village

Board considered the terms of the Annexation Agreement; and

WHEREAS, having considered the terms of the Annexation Agreement and the

comments presented during the public hearing thereon, the Village Board has determined that it

is in the best interest of the Village and its residents to approve and authorize the execution of

the Annexation Agreement, subject to the terms and conditions of this Resolution;

{00024059 2}
2
 NOW, THEREFORE, BE IT RESOLVED BY THE PRESIDENT AND BOARD OF

TRUSTEES OF THE VILLAGE OF BANNOCKBURN, COUNTY OF LAKE, STATE OF

ILLINOIS, as follows:

SECTION ONE: Recitals. The foregoing recitals are hereby incorporated into and

made a part of this Resolution as if fully set forth.

SECTION TWO: Annexation Agreement Approved; Authorization to Execute.

A. Agreement Approved. The Annexation Agreement is approved in substantially

the form attached hereto as Exhibit A and incorporated herein and made a part hereof, subject

to:

1. The following specific changes:

____________________________________________________________________________

____________________________________________________________________________

_____________________________________________________________________; and

2. Final review and approval of the form of the Annexation Agreement and its

exhibits by the Village Manager, Village Attorney, and Village Engineer.

B. Authorization to Execute. Following (i) the written confirmation of the Village

Manager, Village Attorney, and Village Engineer that the Annexation Agreement is in proper

form to execute, and (ii) receipt from the Owners of three signed originals of the Annexation

Agreement, the Village President and Village Clerk are hereby authorized and directed to

execute and attest the Annexation Agreement on behalf of the Village. Notwithstanding the

foregoing, if the Owners have not delivered the executed originals of the Annexation Agreement

to the Village within 60 days after the passage of this Resolution, this authorization shall be

without force or effect.

SECTION THREE: Effective Date. This Resolution shall be in full force and effect from

and after its passage and approval by two-thirds of the corporate authorities then holding office

in the manner provided by law.

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 PASSED this _____ day of _________, 2019.

AYES: (____)

NAYS: (____)

ABSENT: (____)

APPROVED this _______ day of _______, 2019.

Village President

ATTEST:

Village Clerk

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EXHIBIT A

Annexation Agreement

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Prepared for and, following

Recording, to be returned to:

Maria Lasday
Village Manager
Village of Bannockburn
2275 Telegraph Road
Bannockburn IL 60015

ANNEXATION AGREEMENT
THIS ANNEXATION AGREEMENT (this “Agreement”) is made and entered into this ___
day of ___________, 2019, (“Execution Date”) by and between the VILLAGE OF
BANNOCKBURN, Lake County, Illinois, an Illinois home rule municipal corporation
(“Village”), and THOMAS E. BEESON AND DONNA BEESON, (collectively “Owner” or
“Developer”). Village and Owner are sometimes collectively referred to herein as the “Parties”
and individually, as a “Party”).
W I T N E S S E T H:

WHEREAS, the Owner is the fee simple owner of a certain portion of the real property
which is the subject of this Agreement, containing approximately 4.9 acres, commonly known as
1300 Half Day Road, Lake County, Illinois and which is legally described on attached Exhibit A
(“Subject Property”); and

WHEREAS, there are no electors residing within the Subject Property; and

WHEREAS, the Subject Property is generally depicted on Exhibit B; and

WHEREAS, agricultural and ancillary commercial uses are currently operated on the
Subject Property (the “Existing Use”), including a landscape nursery and similar facilities and
improvements (the “Existing Facility”); and

WHEREAS, Developer desires to redevelop the Subject Property with retail and service
uses that will benefit and serve the community, which retail and service uses will be
complemented by approximately 60 apartment units above the ground floor to enhance the
viability and vitality of the on-site retail and service uses and retail and service uses on adjacent
properties. More specifically, Developer desires to develop the Subject Property with a 4-story
mixed use building and three free-standing buildings with retail, service and other supporting
uses on the first floor having a combined area of approximately 31,000 square feet of retail and
service uses such as restaurants, a drive-through coffee shop, a bakery, bank facility, drug store,

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plus indoor and outdoor entertainment, eating and seating areas, including parking area,
landscaping, lighting, signage and other improvements (collectively, the “Proposed Use”); and

WHEREAS, the Subject Property is currently zoned in Lake County’s GC, General
Commercial District; and

WHEREAS, the Proposed Use, being a mixed-use retail development with associated
residential uses as designed for this location, benefits from sound modern planning and
development goals by adding new retail and commercial space between existing retail
developments, solidifying the retail character of the area lying generally along the east side of
Waukegan Road (State Route 43) and Half Day Road (Illinois Route 22), while complementing
such retail area by incorporating amenities that will benefit the entire community and act as an
enhanced gateway to the Village plus the inclusion of on-site residential units for easy pedestrian
access to such retail uses; and

WHEREAS, subject to the terms of this Agreement, the annexation of the Subject
Property and adjacent unincorporated public rights of way, if any, (collectively, the “Annexation
Property”) will promote the sound planning and development of the Village as a balanced
community and will be beneficial to the Village; and

WHEREAS, subject to the terms of this Agreement, the Owners desire to have the
Annexation Property annexed to the Village, the Village desires to annex the same, and the
Owners and Village desire to obtain assurances from each other as to certain matters covered by
this Agreement for a period of twenty (20) years from and after the execution of this Agreement;
and

WHEREAS, the Annexation Property is in unincorporated Lake County but is adjacent

and contiguous to the existing boundaries of the Village and therefore may be annexed to the
Village as provided in Division 5/7-1 of the Illinois Municipal Code, § 65 ILCS 5/7-1-1 et seq.;
and

WHEREAS, the Annexation Property is not within the corporate limits of any
municipality and constitutes the “territory” for which Owner has requested annexation to the
Village in accordance with the provisions of Sections 5/7-1-1, 5/7-1-8 and 5/11-15.1-1 et seq. of
the Illinois Municipal Code; and

WHEREAS, after due notice as required by law, a public hearing on this Agreement,
was held by the Corporate Authorities of the Village on November 18, 2019; and

WHEREAS, the parties wish to enter into a binding agreement with respect to the
annexation of the Annexation Property and for other related matters pursuant to the provisions of
Division 15.1 of Article 11 of the Illinois Municipal Code, upon the terms and conditions
contained in this Agreement; and

WHEREAS, on or before the Annexation Date, the owners of record of the Subject
Property will have signed and delivered to the Village a petition for annexation of the Subject

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Property to the Village substantially in the form attached hereto as Exhibit C (the “Petition for
Annexation”); and

WHEREAS, there are no electors residing on the Annexation Property; and

WHEREAS, the Corporate Authorities of the Village and the Owners deem it to be to
the mutual advantage of the Parties and in the public interest that the Annexation Property be
annexed to the Village subject to and in accordance with the provisions of this Agreement.

NOW, THEREFORE, in consideration of the premises and the mutual promises herein
set forth, and other good and valuable consideration, the receipt and sufficiency of which is
hereby acknowledged, the parties agree as follows:

ARTICLES

1. Recitals and Introduction. The Parties confirm and admit the truth and validity
of the representations and recitations set forth in the foregoing recitals. The Parties further
acknowledge that the same are material to this Agreement and, along with all exhibits to this
Agreement, are hereby incorporated into this Agreement as though they were fully set forth in
this Article 1.

2. Condition to Annexation. The Village will not annex the Subject Property
unless and until all of the following conditions (“Conditions to Annexation”) have occurred (all
in form and substance reasonably acceptable to the Parties) or been waived by each Party in their
respective sole discretion:

A. execution of this Agreement by the Parties;

B. confirmation of the ownership of the Subject Property by the Owners, as

more particularly set forth in Article 6 below;

C. pre-development conceptual approvals, indication of no objection or

satisfaction of requirements, if, and to the extent, required and available prior to
annexation, rezoning and Special Use approval as provided below, identified as follows:

(1) U.S. Army Corps of Engineers (“U.S. Army Corps”), conceptual

approval of wetlands impact and mitigation, subject to submission, review and
approval of final engineering plans, to the extent required;

(2) Illinois Department of Transportation (“IDOT”), conceptual

approval of preliminary alignment for access to, use of and modification, to the
extent necessary, to the existing right-in/right-out onto Half Day Road (Illinois
State Route 22) and utilization of the existing access to Waukegan Road (Illinois
State Route 43) over the property located immediately to the north of the Subject
Property, subject to the submission, review and approval of final engineering
plans, to the extent required.

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D. all required notices, public hearings, findings and recommendations have

been made by the Village Plan Commission/Zoning Board of Appeals (“PCZBA”) and
the Village Architectural Review Commission (“ARC”) regarding (i) amendment to the
Village’s Comprehensive Plan consistent with Section 4.A of this Agreement; (ii)
Amendment to the R-1 Specialty Retail District substantially in the form attached hereto
as Exhibit D, except as otherwise subsequently agreed to by the Village and the Owner
(the “R-1 District Amendments”); (iii) rezoning of the Subject Property to the R-1
Specialty Retail District with the Special Use; and (iv) all required waivers, variations,
modifications to the Village of Bannockburn Zoning Ordinance (the “Zoning
Ordinance”), site plan, ARC and other approvals necessary to allow for the
Development and to approve the Final Plans, as the same may be modified by written
agreement of Village and Owner, including without limitations, the Site Criteria, set forth
in Article 4 below.

3. Annexation. Subject to the provisions of Article VII of the Illinois Municipal

Code, and following satisfaction, or waiver by the Parties of the Conditions to Annexation, as
defined and as set forth in Article 2 above, and the other provisions of this Agreement, and
assuming this Agreement is not terminated pursuant to Article 6 below, the Parties agree to do all
things necessary or appropriate to cause the Annexation Property to be duly and validly annexed
to the Village. The Parties shall cause such annexation to be effective pursuant to the provisions
of Sections 7-1-1, 7-1-8, and 7-1-40 of the Illinois Municipal Code. The date the annexation is
effective is herein referred to as the “Annexation Date”. Prior to the Annexation Date,
Developer will submit a plat of annexation and Village, subject to reasonable review,
modification and approval, shall record such Plat of Annexation upon annexation of the Subject
Property as provided herein. The Village shall not record the Annexation Agreement or the
Annexation ordinance and plat until all of the approvals in Article 4 below are granted, at which
time the Village shall record it, at Developer’s cost, within five (5) business days. In accordance
with Section 20.A.(3) below, if the Annexation Date has not occurred by the date which is 12
months after the Execution Date, then this Agreement may be terminated by any Party by written
notice to the other Parties.

4. Zoning.

A. Following (i) satisfaction, or waiver by the Parties, of the Conditions to

Annexation and (ii) annexation of the Annexation Property to the Village as set forth in
Article 3 above, the Corporate Authorities shall immediately:

(1) take all actions necessary, including passage of an ordinance, to

amend the Village’s Comprehensive Plan to recognize the appropriateness of the
Development for the Subject Property.

(2) take all actions necessary, including passage of an ordinance, to

amend the Zoning Ordinance, by adoption of the R-1 District Amendments and as
otherwise necessary to allow for approval, construction, operation and use of the
Subject Property for the Development as a planned unit development (as so
amended, the “R-1 Retail District”).

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(3) zone and classify the Annexation Property to the R-1 Retail
District under the Zoning Ordinance, including the taking of any actions,
including passing of a Village Ordinance, necessary to cause such zoning and
classification.

(4) take all actions necessary, including passage of any required

ordinances or resolutions, to approve a special use and planned unit development
for the Development, pursuant to the Zoning Ordinance, as herein amended (the
“Special Use”), and all waivers, variations, zoning ordinance modifications, site
plan, ARC, site plan and other approvals in form and with conditions acceptable
to the Owners, in accordance with the provisions of the Zoning Ordinance,
necessary to approve and allow construction, improvement, development,
occupancy and use of the Subject Property for the Proposed Use, and other related
uses, as described in site, engineering and landscape plans and other use
information (collectively the “Final Plans”) to be submitted by Developer prior
to the Annexation Date, as the same may be modified by agreement of the Parties
(the “Development”), all in form approved by the Parties.

(5) take all actions necessary to approve the Development and Final
Plans, in form and with conditions acceptable to the Owners and Village
including without limitation all approvals necessary, whether by text amendment
or as part of the approval of the Development, to allow, both during and after
expiration of the term of this Agreement, for the following (collectively, the “Site
Criteria”):

(a) construction, operation and use of the Subject Property for

the Development pursuant to the R-1 Retail District (as such district
regulations may be modified consistent with the terms of this Agreement);

(b) full operations of the retail Proposed Use on the Subject

Property as provided herein, for at least 17 hours a day, 7 days a week,
365 days a year from at least 6:00 a.m. to 11:00 p.m.; provided, however,
that a coffee shop, health club or other sports, physical fitness or
recreation facility may commence operation at 5:00 a.m., but no deliveries
shall be permitted until 6:00 a.m.;

(c) a required maximum of 276 parking spaces (inclusive of

ADA compliant and underground spaces) for the Proposed Use;

(d) a seventeen-foot (17’) parking setback from Waukegan

Road;

(e) a minimum development site area of 4.5 acres;

(f) no requirement to connect to the Village’s storm water

system; provided, however, that this Site Criterion is not intended to
exempt the Development from the Watershed Development Ordinance
requirements; and

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(g) the opportunity for outdoor seating at any and all retail and
restaurant establishments as may be requested in the Final Plans.

B. The Village and Developer hereto acknowledge and agree that the lots
identified as Lots 2, 3, and 4 of the proposed Development (“Lots 2-4”), as depicted on
Developer’s site plans, shall require additional planning and discussions with potential
tenants and future owners, and therefore all development plans relating to Lots 2-4
submitted in conjunction with the actions described in Section 4.A. shall be preliminary
and reflect only development concept plan approval as set forth in the Zoning Ordinance,
and the detailed and final plans for development of each of Lots 2-4 shall be submitted no
later than thirty (30) months from the Effective Date hereof. The Village agrees not to
unreasonably withhold or delay approval of such detailed and final plans so long as they
are consistent with the preliminary plan and the provisions of this Agreement.

5. Additional Provisions.

A. The Parties acknowledge and agree that the Subject Property is currently
served by the Del Mar Water Company, which receives its water supply from the Village
pursuant to contract (the “DM Water Contract”). Following annexation of the Subject
Property into the Village, the Village shall be obligated to:

(i) provide the Subject Property with potable water, at a rate no greater than
the lowest rate charged by the Village to any other non-residential parcel
in or adjacent to the Village and in sufficient capacity to serve the
Development, subject to:

a. appropriate amendments to the DM Water Contract,

b. the Owners installing the required connections, and

c. the delivery of an adequate supply of water from the Village’s potable

water supplier; or

(ii) at Owners’ written request, and subject to approval of the Village’s

potable water supplier, take all actions necessary to allow and cause any
service provider, including Utilities Inc., to provide or allow provision of
such service.

The Village’s obligations in Section 5.A(i) shall terminate, upon written notice from the
Village, if Owner has not commenced construction of the Development on or before the
date which is twelve (12) months after the Designated Date, defined below. Under either
item (i) or (ii) above in this Subsection A, connection of the Subject Property to such
water main pursuant to this Agreement is only intended for the Development and is only
intended to occur following annexation of the Subject Property to the Village.

B. Public and private utilities are permitted underground or may be located

on or, to the extent currently existing on the Subject Property, above-ground (on poles
typically required by the respective utility service providers).

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C. To the extent oversizing of any public infrastructure is necessary or

required for use by third parties, the Village shall pass a recapture ordinance requiring
benefiting third parties to pay their equitable share of costs for such improvements.
Developer and Village shall also enter into a “Recapture Agreement” in substantially
the form of Exhibit E attached to this Agreement, for the collection of recapture
payments and the reimbursement of the Village for all reasonable third party costs
(including attorney, surveying and recording costs, to the extent required) in connection
with such recapture payments, to the extent permitted by Illinois law.

D. Village acknowledges the Existing Use of the Subject Property and agrees
to cooperate, but without third party costs to Village, and not object or take actions to
prohibit: (i) the use of the Subject Property, until construction of the Development, for
the Existing Use; and (ii) its receipt of any and all tax exemptions, benefits and
limitations on real estate tax assessments in connection with such Existing Use,
including, without limitation, agricultural real estate tax exemptions.

E. The Village agrees to resubdivide the Subject Property, if necessary or

requested by the Owner, following satisfaction of the procedures set forth in the Village’s
subdivision code and the Illinois Plat Act.

F. Subject to receipt of a satisfactory application and confirmation of

qualification, the Village, through its Corporate Authorities and the Village Liquor
Commissioner, will make available and issue liquor licenses to the Owner (or the
Owner’s delegate or assignee) for any and all developments on the Subject Property
applying and qualifying for such a license, in accordance with the Village’s municipal
code (the “Village Code”), and have fees consistent with other restaurant and alcoholic
beverage packaged goods store uses in the Village.

G. The Village agrees, subject to satisfaction of any and all ordinances and
procedures adopted by the Village prior to the Execution Date of this Agreement, and
further subject to modification as provided in this Agreement, to cooperate with
development of the Subject Property as provided therein, including, without limitation, to
diligently pursue review and consideration of any and all land use, zoning, special use,
ARC, building code and other approvals related to the Development and the Final Plans,
without any unreasonable delay and, in any event, all applications for such approvals
shall be heard and/or reviewed by all necessary public bodies or public officials and a
final determination made on such application no later than one hundred and twenty (120)
days after the date the complete application is submitted to the Village.

H. The Village shall cooperate and provide any assistance or approval

reasonably necessary to enable any portion of the Subject Property to obtain, at Owner’s
cost, to the extent provided in Article 12 below, the regulatory, governmental, utility and
other approvals provided for in this Agreement and to participate in or receive the
benefits of any governmental incentive, tax benefits, enterprise zone or similar
“incentives” benefitting, or which may be available to benefit, all or any portion of the
Subject Property or other properties in the Village. This provision will not obligate the

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Village to identify such opportunities to the Owner, unless specifically notified of such
opportunity in connection with the Development.

I. Owner shall not be obligated to dedicate or convey land for public parks,
schools or municipal or public purposes in connection with the Subject Property.

J. The Village agrees not to annex, or cooperate or participate in the

annexation, of all or any portion of the Subject Property without the written approval of
the owner of fee simple title to such property. The Parties acknowledge and agree that no
owner has, as of the date hereof, given approval of any annexation of the Subject
Property except, with respect to the Subject Property, pursuant to and in compliance with
the specific terms of this Agreement.

K. Village hereby represents and warrants that no approval is required from

the City of Highland Park for the annexation, zoning, development of, or provision of
utilities or municipal services by the Village to the Subject Property.

L. The Village agrees that the Developer shall have until the issuance of
building permits to provide to the Village, for Village review and approval, covenants
and restrictions of record (“CCRs”) for the Subject Property. In addition to the
restrictions typically present in CCRs for developments similar to the Development,
Developer shall include a restriction that no more than thirty-five percent (35%) of the
commercial property shall be used for service providers as compared to retail providers.

6. Subsequent Owners. Any subsequent purchasers, including subsequent

purchasers or other owners, of all or a portion of the Subject Property, by purchasing or
accepting title to all or any part of the Subject Property shall by such purchase or title
acceptance, automatically acknowledge agreement with all of the provisions of this Agreement,
and shall be deemed to have done so without any other confirming documentation.

7. Warranties and Representations of Beesons. The Owner represents and

warrants to the Village as follows:

A. That the legal title holder and the owner of record of the Subject Property
are as set forth on the first page of this Agreement.

B. That other than the Owner, no other entity or person has a fee simple
interest in the Subject Property.

C. That the Owners have provided the legal description of the Subject
Property set forth in this Agreement and that the legal description is accurate and correct.

D. That the Owners shall use commercially reasonable efforts to obtain

approval of a signalized intersection for the existing access point on Waukegan Road
serving the so-called “Mariano’s” development to the north, which access point is
intended to be shared with the Development, and the owners will notify the Village if
IDOT determines that a signalized entrance is not approved.

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8. Village Codes, Ordinances, Rules and Regulations.

A. General Provisions. All codes, ordinances, rules and regulations of the

Village relating to permits, building, construction, development, subdivision controls,
land use, zoning, ARC and flood plains or similar or related matters (collectively
“Village Development Codes”), including, without limitation, with respect to payment
of fees related thereto, in effect as of the date hereof, except to the extent they are
inconsistent with or amended pursuant to the terms and provisions of this Agreement or
state or federal requirements, and all amendments to the Village codes, ordinances, rules
and regulations relating to said matters adopted by the Village pursuant to the terms of
this Agreement, shall continue in effect, insofar as they relate to the development of the
Subject Property, until the date (the “Designated Date”) which is the earlier of (i) the
date on which the Subject Property has been annexed, rezoned, the Development has
been completed, a Final Certificate of Occupancy has been issued for the Development,
and the Proposed Use has been open for business by the public for thirty (30) consecutive
days or (ii) thirty-six (36) months after receipt of all approvals and completion of all
actions, identified in Articles 3 and 4, without legal challenge in court or otherwise. All
Village Development Codes (other than those codes, ordinances, rules and regulations
relating to the payment of fees to the Village which shall be governed by the provisions
of Article 12) in effect as of the Execution Date of this Agreement shall continue in effect
until the Designated Date, except to the extent that Village Development Codes are
amended to otherwise specifically conform them to the requirements of state or Federal
law or changes in nationally recognized building and safety codes (e.g. the International
Building Code) formally adopted by the Village for all properties in the Village, so long
as such amendment does not effectively only apply to facilities such as the improvements
now or hereafter located on the Subject Property. Except as may be specifically provided
herein, the terms and provisions of this Agreement shall supersede the provisions of
Village Development Codes (whether in effect on the date of this Agreement or
subsequently adopted by the Village) which may be in conflict with or more restrictive
than said terms and provisions.

B. Inconsistent and More Restrictive Amendments and Provisions. Until

the Designated Date, should any Village Development Code, including, without
limitation, those codes, ordinances, rules and regulations governing the subject matter of
this Agreement which may relate to the annexation, zoning or subdivision of the Subject
Property and to the use of improvements, buildings and appurtenances on the Subject
Property and to all other development of any kind or character on the Subject Property,
be hereafter adopted, enacted, modified, amended, interpreted or otherwise changed in
any way that is inconsistent with or more restrictive than the terms and provisions of this
Agreement, then the terms and provisions of this Agreement shall be deemed to
constitute lawfully authorized, approved and binding amendments to the terms of any
such inconsistent or more restrictive code, ordinance, rule or regulation as it relates to the
Subject Property, except if such code, ordinance, rule or regulation is mandated by state
or federal law.

C. Less Restrictive Amendments and Provisions. Until the Designated

Date, should any existing or hereafter adopted Village Development Code be hereafter

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modified, amended, interpreted or otherwise changed in any way so as to be less

restrictive than the provisions now applicable to the Subject Property, including, without
limitation, restrictions affecting zoning, subdivision, land development, construction and
use of improvements, buildings and appurtenances and all other development of any kind
or character on the Subject Property, then, at Owner’s election, such less restrictive
provision shall inure to the benefit of Owner and, anything herein to the contrary
notwithstanding, Owner may elect to proceed with the development of, construction upon
and use of the Subject Property in accordance with any less restrictive code, ordinance,
rule or regulation.

9. Fees.

A. In General; Limits on Fee Increases. The provisions of Article 8 with

respect to changes in codes, rules and regulations of the Village, include, without
limitation, such requirements related to application, review, filing or other fees in
connection with or attributable to the annexation, rezoning, text amendment and other
reviews and approvals provided for pursuant to this Agreement, and any fees or charges
applicable to construction and operation of the Development (including, without
limitation, plan review fees and application fees, building permit, occupancy permit, plan
review, inspection, utility, application, user, tap-on or impact fees). Notwithstanding the
foregoing or Article 8:

i. the Owner will be responsible to pay such fees and charges (or to
reimburse the Village for paying such fees or charges) as may be required
by governmental entities or utilities other than the Village, even if the
Village is the paying agent for such other governmental entities or
utilities; and

ii. Except as provided in Section 5.F., nothing in this Agreement shall affect
the fees associated with the granting of liquor licenses to the Owner, or its
successor, lessee or designee for any portion of the Subject Property.

B. Third-Party Reimbursements. Owner will reimburse Village for actual

third-party, attorney and consultant fees and associated costs, including, without
limitation, engineering, landscape, traffic, building and other consultants, in connection
with the Development incurred from and after the date that the Owners delivered their
escrow deposit to the Village (collectively, “Consultant Fees”). Notwithstanding any
other provision of this Agreement or the Village Codes, or other Village rules and
regulations, the Developer will be reimbursed by the Village for any amount by which
the Consultant Fees relating to this Agreement, as well as the annexation and zoning of
the Subject Property, in the aggregate, exceeds Twenty Thousand and No/100 Dollars
($20,000.00); such reimbursement shall be paid on or before ninety (90) days after the
Proposed Use is open to the public and commences retail sales.

C. Extraordinary Fees for Village Facilities. Except as noted below in

Subsections G and H of this Article, the Village warrants and represents that no Village
annexation fees, recapture fees, impact fees, Kendler Fees (pursuant to Section 4-404 of

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Village Ordinance No. 2013-30, approved on October 28, 2013) or other similar
payments (“Extraordinary Fees”) are due and payable by Owner to any person or entity
as a result of connection to any Village utility, roadway or other improvements serving
Village roadway or other Village improvements serving the Subject Property. For
purposes of this Agreement, “Extraordinary Fees” do not include generally applicable
utility connection or user fees or charges.

D. Extraordinary Fees for Non-Village Facilities. The Village warrants and

represents that, no Extraordinary Fees are due and payable as a result of connection to
any non-Village utilities, roadways or other improvements servicing the Subject Property.

E. Special Service Fees and Taxes. The Village warrants and represents that
no special service area fees, taxes or other similar payments are due and payable by
Owner to any person or entity as a result of connection to any Village utility, Village
roadway or other Village improvement serving the Subject Property.

F. Siting and Host Fees. The Village shall not require any host, siting,
transfer or similar fee in connection with the operation of the Development or the
Existing Facility or as a condition to support for approval of any governmental approval
in connection with such operation.

G. School Impact Fees. Unless the Owner and Bannockburn School District
106 otherwise agree, the Owners shall, prior to the time of issuance of the first certificate
of occupancy or temporary occupancy permit for the residential units, pay the applicable
fee in lieu of land dedication in accordance with Article II, Chapter 205 of the Village
Code.

H. Police Service Impact Fee. The Owners acknowledge that the Village has
established a police services impact fee as part of the Village Code. The Owners shall,
prior to the time of issuance of the first certificate of occupancy or temporary occupancy
permit for the residential units, pay the applicable police services impact fee in
accordance with Article II, Chapter 205 of the Village Code.

10. Severability. If any provision, covenant, agreement or portion of this Agreement

or its application to any person, entity or property is held invalid, such invalidity shall not affect
the application or validity of any other provisions, covenants or portions of this Agreement. If
for any reason the annexation or zoning of all or any portion of the Subject Property is ruled
invalid, in whole or in part, the Village, as soon thereafter as possible, shall take such actions
(including holding public hearings and adopting ordinances and resolutions) as may be necessary
to effect the spirit and intent of this Agreement and the objectives of the Parties, as set forth in
and evidenced by this Agreement.

11. Grandfathering of Pre-Existing Conditions. Notwithstanding any other

provision of the Village Code or any other rule, requirement, ordinance or other applicable
governmental law to the contrary, the Village, until the Designated Date, shall treat all buildings
or improvements, on the Subject Property, as grandfathered pre-existing legal non-conformities
and will allow them to be maintained, repaired, replaced and operated in their current condition

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without modification. The Village hereby agrees to take all actions necessary to enable it to fully
comply with the provisions of this Article and the rights granted to Owner hereunder, including
without limitation approval of any necessary ordinances or resolutions, which rights are a
material inducement to Owner’s agreement to enter into this Agreement and to annex the
Annexation Property to the Village.

12. Mutual Assistance.

A. General. Subject to reimbursement as provided in Article 9 above, the

Parties shall do all things necessary or appropriate to carry out the terms and provisions
of this Agreement and to aid and assist each other in carrying out the terms and objectives
intentions of the Parties as reflected by or otherwise set forth in this Agreement,
including, without limitation, the giving of such notices, the holding or adoption of such
resolutions and ordinances, and the taking of such other actions as may be necessary to
enable the Parties to comply with and implement the terms and provisions hereof and as
may be necessary to give effect to the terms and objectives hereof and the intentions of
the Parties as reflected hereby.

B. Other Governmental Entities. The Parties shall cooperate fully with

each other in seeking, without limitation, Federal, State, County, IDOT, Illinois
Environmental Protection Agency (“IEPA”), Illinois Department of Natural Resources,
U.S. Army Corps, NSSD and Lake County Forest Preserve District financial and other
aid, assistance, review or approval required or useful for the construction, improvement
or operation, to the extent contemplated by or consistent with the terms of this
Agreement, of property and facilities in, on and near the Subject Property, including
without limitation operation of the Development, and for the provision of services to
developments within the Subject Property, including, without limitation, grants,
authorizations, permits and assistance for operations, roadways, public transportation,
water and sanitary sewage facilities and storm water management facilities. All
reasonable Consultant Fees incurred by the Village as part of the cooperation
contemplated in this Section 12.B shall be subject to reimbursement by the Owner,
notwithstanding any limitation in Section 9.B of this Agreement.

13. Preservation of Rights. The Parties agree to take no action, or do anything to

void, cancel or otherwise destroy any such rights and obligations in and as to the Subject
Property, that are inconsistent with the objectives of this Agreement or that are not the subject of
this Agreement or treated or addressed herein, either expressly or by implication.

14. Building and Development Permits.

A. Following issuance of the approvals identified in Article 4 above, Owner

and any lessee or other person or entity developing all or any portion of the Subject
Property or any of their representatives, may apply for a building permit for construction
of some or all components of a building or other structure on the Subject Property for
development permitted or contemplated pursuant to the terms of this Annexation
Agreement. Village shall act on each building permit application within thirty (30) days
after the date that the Village receives a complete application therefor. If the application

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is disapproved, Village shall provide the applicant with a statement in writing specifying
the reasons for denial of the application including specification of the requirements of
law which the application and supporting documents fail to meet. Once a submitting
party responds to and satisfies those reasons for denial by reapplication, Village will
review the revised application and approve it within fifteen (15) business days of the
reapplication. A party may apply for building permits prior to the construction of sewer,
potable water and storm water detention facilities required for such portions of the
Subject Property.

B. Village will cooperate, subject to reimbursement of reasonable Consultant

Fees by Developer (and notwithstanding any limitation in Section 9.B of this
Agreement), in coordination of building permit reviews with other governments and
agencies thereof which have authority or jurisdiction over the Subject Property. Village
shall issue building permits in accordance with the requirements of this Agreement,
regardless of whether any other government or agency thereof has issued a permit,
certificate or approval for the work which is the subject of the Village building permit
provided that Village is not required by county, state or federal law to refrain from permit
issuance until another government or agency thereof has acted on a permit application.
Village may issue Village building permits with a condition that specified permits and
approvals required by other governments or agencies thereof must be obtained prior to
issuance of a Village certificate of occupancy. Any work undertaken pursuant to a
Village-issued permit before all other required permits are obtained shall be at
Developer’s risk.

C. The Owners shall also be required to obtain all other applicable permits,
authorizations, and approvals as are required by the Village Code and other federal, State,
or local laws, statutes, codes, ordinances, rules, or regulations (the “Legal
Requirements”) prior to commencing any site development or other work on the Subject
Property. With respect to any security associated with work to be undertaken on or for
the Subject Property pursuant to the Village Code or other ordinances, regulations, or
customary requirements of the Village, the Owner shall irrevocable elect to deliver a
letter of credit to the Village in form and substance acceptable to the Village.

15. Certificates of Occupancy.

A. Village shall issue certificates of occupancy or certificates of completion

(individually, a “Certificate”) for new buildings or improvements on the Subject
Property and on a unit by unit basis for non-residential units provided the unit to be
occupied is substantially completed and the construction of the entire building has
progressed to the point where the Village Building Official and Fire Marshall have made
a reasonable determination that said structure and unit to be occupied are sound and safe.

B. Village shall act on applications for a Certificate for any building or

structure on the Subject Property within ten (10) business days of proper application
therefor. If the application is disapproved, Village shall provide the applicant with a
written statement in writing of the reasons for denial of the application including
specification of the requirements of law which the application and supporting documents

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fail to meet. Village shall issue such Certificate upon the applicant’s compliance with the
requirements of law so specified.

C. Temporary Certificates shall be issued by Village when adverse weather

conditions do not permit construction of any improvements not related to life or safety, as
reasonably determined by the Village Building Official, Forester, Engineer and Fire
Marshall. In addition, partial Certificates may be issued by Village for any finished part
or portion of a building, structure or unit, which is otherwise not completely finished,
provided that (i) said finished part or portion is designed for or capable of separate use or
occupancy; (ii) such part or portion is safe for the use or occupancy intended; (iii) sewer,
water and drainage are properly installed to the building, structure or unit containing said
finished part or portion; (iv) access to a public street is available; and (v) the unit
involved is not intended for residential use. Temporary Certificates will be valid for a
minimum of twelve (12) months and may be extended, without notice or hearing, by
resolution of the Corporate Authorities or action of the Village Building Commissioner.

16. Stop Orders. Except in cases of emergency where an immediate danger to life or
health exists, Village shall not issue any stop orders directing work stoppage on buildings under
construction within the Subject Property without first giving at least two (2) business days’
notice to Owner, and the applicant for the building permit for which such stop order is being
issued, and any such notice shall cite the applicable provision of law or this Agreement allegedly
violated or shall state in substance the reason for the stop order. Upon receipt of such notice, the
party undertaking the construction shall take immediate steps to correct any violation, and,
provided such steps are promptly commenced and diligently pursued, no stop order shall issue.
The thirty (30) day cure periods in Section 18.E shall not apply to (i) issuance of a Stop Order,
after the two (2) day notice and cure period provided in this Article 16; or (ii) a violation of the
work hours restrictions in Section 109.30.1(18) in the Village Code, although neither (i) or (ii)
above shall constitute a default of this Agreement.

17. Termination.

A. Notwithstanding any other provision hereof, this Agreement may be

terminated and cancelled by the Parties in accordance with the following:

(1) by the mutual written agreement of Village and Owner; or

(2) by Owner, if Village has not taken all actions necessary to lawfully
grant all of the approvals identified in Articles 3 and 4 of this Agreement,
including without limitation, enacting and adopting all necessary ordinances and
resolutions in connection therewith, within sixty (60) days after the Annexation
Date; or

(3) by any Party if the Annexation Date has not occurred within 24
months after the date of this Agreement.

B. If this Agreement is terminated by any or all Parties as provided herein,

then, upon the written request of Owner, Village shall take all actions necessary to
disconnect the Subject Property from Village within thirty (30) days following such

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written request thereof. Such termination shall be without liability of either Party to the
other.

18. General Provisions.

A. Notices. Notice or other writings which any Party is required to, or may
wish to, serve upon any other Party in connection with this Agreement shall be in writing
and shall be delivered personally or sent by registered or certified mail, return receipt
requested, postage prepaid, addressed as follows:

(1) If to the Village or Village President

Corporate Authorities: Village of Bannockburn
2275 Telegraph Road
Bannockburn, Illinois 60015

with a copy to: Village Manager

Village of Bannockburn
2275 Telegraph Road
Bannockburn, Illinois 60015

(2) If to the Beesons or the c/o Thomas E. Beeson

Owner: 1300 Half Day Road
Deerfield, Illinois 60615

with a copy to: Mark A. Gershon

Polsinelli, PC
150 N Riverside Plaza, Suite3000
Chicago, Illinois 60606

or to such other address as any Party may from time to time designate in a written notice to
the other parties.
B. Continuity of Obligations.

(1) The provisions of this Agreement shall inure to the benefit of and
shall be binding upon (i) the Owners and their respective successors and assigns,
including subsequent purchasers of all or any portion of the Subject Property, in
any manner in title, (ii) Developer, and its successors and assigns, and shall be
binding upon the Village and the successor Corporate Authorities of the Village
and any successor municipality. Upon conveyance of all or any portion of the
Subject Property, the rights and obligations of Owners with respect to such
property and any improvements, infrastructure, costs, fees or liabilities with
respect thereto shall automatically and without further action of any Party, be
transferred to the entity or person acquiring such portion of the Subject Property
and the prior owner of such portions shall automatically and without further
action be released of its obligations with respect thereto. Except as otherwise
provided in this Agreement, such conveyances shall be subject to the provisions
of Chapter 175 of the Village Code (the “Transfer Ordinance”), to the extent

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applicable. Conveyance or transfers of interests (i) occurring on or before the

Annexation Date, including, without limitation, pursuant to Article 6 above, or
(ii) between any of the Parties, their affiliates, parents or subsidiaries, shall be
exempt from the provisions of the Transfer Ordinance.

(2) All terms and conditions of this Agreement shall constitute

covenants running with the land, and shall bind each subsequent record owner of
any portion or all (including the individual lots) of the Subject Property.

C. Court Contest: In the event that the annexation of the Subject Property,
the classification of the Subject Property for zoning purposes, or other terms of this
Agreement are challenged in any court proceeding, the period of time during which such
litigation is pending, including (without limitation) the appeal time therefor, shall not be
included, if allowed by law, in calculating the twenty (20) year period mentioned in
subparagraph R below

D. Governing Law. THIS AGREEMENT SHALL BE GOVERNED BY

AND CONSTRUED IN ACCORDANCE WITH LAWS OF THE STATE OF
ILLINOIS, WITHOUT REGARD TO ITS CHOICE OF LAWS PRINCIPLES.

E. Remedies. The Village, Owner and their successors and assigns,

covenant and agree that in the event of default of any of the terms, provisions or
conditions of this Agreement by any of the Parties, or their successors or assigns, which
default does not cause a material immediate risk to life or safety and which default exists
uncorrected for a period of thirty (30) days after written notice to any Party to such
default, the Party seeking to enforce said provision shall have the right of specific
performance and if said Party prevails in a court of law, it shall be entitled to specific
performance. It is further expressly agreed by and between the Parties hereto that the
remedy of specific performance herein given shall not be exclusive of any other remedy
afforded by law to the Parties, or their successor or successors in title. In addition to the
foregoing, if a default is one that cannot reasonably be cured within thirty (30) days, the
Party in default shall have the right to commence to cure such default within such thirty
day (30) and to continue to cure for so long as the defaulting Party diligently and
expeditiously proceeds to cure such default.

F. Captions, Articles, Section and Paragraph Headings. The captions,

articles, section and paragraph headings used herein are for convenience only and are not
a part of this Agreement and shall not be used in construing it.

G. Reimbursement for Legal and Other Fees and Expenses. Except as

specifically provided in Article 9, no Party shall be required to reimburse the other Party
for expenses incurred in the preparation and review of this Agreement, and any
ordinances, letters of credit, plats, easements or other documents relating to the Subject
Property, including, without limitation, the following:

(1) the costs incurred by either Party for engineering services; and

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(2) attorneys’ fees incurred by either Party in connection with this

Agreement and the annexation and zoning of the Subject Property; and

(3) fees incurred by either Party in connection with the review and
approval of all landscape and tree preservation plans; and

(4) miscellaneous expenses, such as legal publication costs, recording

fees and copying expenses.

In the event either Party institutes legal proceedings against any other Party for violation of
this Agreement and secures a judgment in its favor, the court having jurisdiction thereof shall
determine and include in its judgment against such other Party all reasonable expenses of such
legal proceedings incurred by the prevailing party in such legal proceeding, including but not
limited to the court costs and attorneys’ fees, witnesses’ fees, etc., incurred by the prevailing
Party in connection therewith (and any appeal thereof). The Party who does not prevail in such
legal proceedings may, in such Party’s sole discretion, appeal any such judgment rendered in
favor of the prevailing Party.
H. No Waiver or Relinquishment of Right to Enforce Agreement. Failure
of either Party to insist upon the strict and prompt performance of the terms, covenants,
agreements and conditions herein contained, or any of them, upon the other party
imposed, shall not constitute or be construed as a waiver or relinquishment of either
party’s right thereafter to enforce any such term, covenant, agreement or condition, but
the same shall continue in full force and effect.

I. Subordination of Mortgage(s). In the event there are any existing

mortgages or other liens of record against the Subject Property, Owners shall use
commercially reasonable efforts to obtain by appropriate document(s) a subordination of
rights of such mortgagee and/or lienholder to the terms of this Agreement. Prior to the
Annexation Date, Owner shall deliver evidence to the Village that the rights of such
mortgagee and/or lienholder have been subordinated to the terms of this Agreement.

J. Village Approval or Direction. Where Village approval or direction is

required by this Agreement, such approval or direction means the approval or direction of
the Corporate Authorities of the Village unless otherwise expressly provided herein or
required by law, and any such approval may be required to be given only after and if all
requirements for granting such approval have been met unless such requirements are
inconsistent with the express provisions of this Agreement.

K. Recording. This Agreement and any subsequent amendments thereto

shall be recorded by the Village in the office of the Recorder of Deeds in Lake County,
Illinois at the expense of the Owners.

L. Amendment. This Agreement sets forth all the promises, inducements,

agreements, conditions and understandings between the Parties relative to the subject
matter thereof, and there are no promises, agreements, conditions or understandings,
either oral or written, express or implied, between them, other than are herein set forth.
Except as herein otherwise provided, no subsequent alteration, amendment, change or

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addition to this Agreement shall be binding upon the Parties unless authorized in
accordance with law and reduced in writing and signed by them.

M. Counterparts. This Agreement may be executed in two (2) or more

counterparts, each of which taken together, shall constitute one and the same instrument.

N. Conflict Between the Text and Exhibits. In the event of a conflict in the
provisions of the text of this Agreement and the Exhibits attached hereto, the text of the
Agreement shall control and govern.

O. Definition of Village. When the term Village is used herein it shall be

construed as referring to the Corporate Authorities of the Village unless the context
clearly indicates otherwise.

P. Term of Agreement. This Agreement shall be in full force and effect for
a term of twenty (20) years from and after the Execution Date of this Agreement, unless
earlier terminated as provided herein.

Q. Estoppel Certificates. Any Party, or its successors and assigns, may

request and obtain from any other Party, or its successors and assigns, a letter or
certificate stating (1) whether this Agreement and, in the case of an estoppel certificate
requested of the Village, whether the ordinances adopted pursuant to this Agreement are
in full force and effect, (2) which covenants and requirements of this Agreement and said
ordinances have been performed, (3) that no Party is in default of its obligations under
this Agreement or said ordinances, or, if a Party is in default, the nature and extent of
such default, and (4) the nature and extent of any amendment or modification to this
Agreement or said ordinances.

R. Force Majeure. Notwithstanding any other provision of this Agreement,

if any Party fails to perform timely any of the terms, covenants or conditions of this
Agreement to be performed by such Party and such failure is due in whole or in material
part to any adverse change in applicable law, strike, lockout, labor trouble, civil disorder,
failure of power, inability or delay in procuring materials or necessary approvals and/or
permits, restrictive laws, intervention or order of any governmental authority, riots,
insurrections, war, fire or other casualties, fuel shortage, accidents, adverse weather, acts
of God or acts of terrorism, then such Party shall not be deemed in default under this
Agreement as a result of such failure and any time for performance by such Party
provided for herein shall be extended by the period of delay resulting from such cause.

S. No Personal Liability. The Parties acknowledge and agree that (i) in no

event shall any individual, partner, member, shareholder, owner, officer, director,
employee, affiliate, beneficiary, or elected or appointed public official of any Party,
including individuals who are members of the group constituting the Corporate
Authorities of Village and entering into the Agreement in their corporate capacities as
members of such group, or its affiliates, be personally liable to another Party for any
judgments for monetary damages, payments, obligations or performance due under this
Agreement, or any breach or failure of performance of either Party hereunder and (ii) that

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the sole recourse for payment or performance of the obligations hereunder shall be
against the Parties themselves and each of their respective assets and not against any
other person, except for such liability as may be expressly assumed by an assignee
pursuant to an assignment of, or pursuant to, this Agreement in accordance with the terms
hereof.

[Signature Page Follows]

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IN WITNESS WHEREOF, the parties hereto have set their hands and seals to this Agreement
on the day and year first above written.

VILLAGE:

VILLAGE OF BANNOCKBURN, an Illinois

municipal corporation

By:
Name:
Title: Village President

ATTEST: OWNERS:

By: By:
Name: Thomas E. Beeson
Title: Village Clerk
By:
Donna Beeson

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ACKNOWLEDGMENTS

STATE OF ILLINOIS )
) SS
COUNTY OF _________ )

I, the undersigned, a Notary Public, in and for the County and State aforesaid, DO HEREBY
CERTIFY that ______________________, personally known to me to be the President of the
Village of Bannockburn, and ____________________, personally known to me to be the Village
Clerk of said municipal corporation, and personally known to be to be the same persons whose
names are subscribed to the foregoing instrument, and that they appeared before me this day in
person and severally acknowledged that as Village President and Village Clerk, they signed and
delivered the said instrument and caused the corporate seal of said municipal corporation to be
affixed thereto, pursuant to authority given by the Board of Trustees of said municipal
corporation, for the uses and purposes therein set forth.

GIVEN under my hand and official seal, this _____ day of __________________, 2019.

Notary Public

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ACKNOWLEDGMENTS

STATE OF ILLINOIS )
) SS
COUNTY OF _________ )

I, the undersigned, a Notary Public, in and for the County and State aforesaid, DO HEREBY
CERTIFY that Thomas E. Beeson, personally known to me and the same person whose name is
subscribed to the foregoing instrument, appeared before me this day in person and acknowledged
that he signed and delivered the said instrument as his free and voluntary act for the uses and
purposes therein set forth.

GIVEN under my hand and official seal, this _____ day of __________________, 2019.

Notary Public

STATE OF ILLINOIS )
) SS
COUNTY OF _________ )

I, the undersigned, a Notary Public, in and for the County and State aforesaid, DO HEREBY
CERTIFY that Donna Beeson, personally known to me and the same person whose name is
subscribed to the foregoing instrument, appeared before me this day in person and acknowledged
that he signed and delivered the said instrument as his free and voluntary act for the uses and
purposes therein set forth.

GIVEN under my hand and official seal, this _____ day of __________________, 2019.

Notary Public

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EXHIBIT A

LEGAL DESCRIPTION OF THE

SUBJECT PROPERTY

[VERIFY]

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EXHIBIT B

GENERAL DEPICTION OF
THE SUBJECT PROPERTY

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 EXHIBIT C

PETITION FOR ANNEXATION

[STATE OF ILLINOIS )
)
COUNTY OF __________ )

THE UNDERSIGNED Petitioners, Thomas E. Beeson and Donna Beeson, individually (each a

“Beeson” and sometimes collectively referred to herein as the “Petitioners”), hereby

respectfully petition to annex to the Village of Bannockburn, Lake County, Illinois (the

“Village”) the territory described on Exhibit “A” attached hereto (the “Territory”), and under

oath state as follows:

1. The Petitioners are the fee simple owner of a certain portion of the Territory,

containing approximately 4.9 acres, commonly known as 1300 Half Day Road, located in Lake

County, Illinois and which is legally described on attached Exhibit A (“Subject Property”).

2. Petitioners are the Owners of Record of all of the Subject Property.

3. The Territory includes the Subject Property and the adjacent Illinois State

Route 43 (Waukegan Road) right of way.

4. No electors reside on the Territory.

5. The Territory is not within the corporate limits of any municipality.

6. The Territory will be contiguous to the Village at the time of annexation, as

provided in 65 ILCS 5/7-1-1 et. seq.

WHEREFORE, Petitioner make the following requests:

1. That the corporate authorities of the Village annex the Territory to the Village.

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 2. That the annexation requested herein be contingent upon the prior execution of an

annexation agreement by and between the Petitioners and the Village providing for the

annexation of the Subject Property substantially in the form attached hereto as Exhibit A

(the “Draft Annexation Agreement”), subject to such changes and modifications as are

mutually acceptable to the Petitioners and the Village (in its final fully-executed form, the

“Annexation Agreement”).

The undersigned being first duly sworn on oath, certify and state that the statements set

forth in the Petition for Conditional Annexation above are true and correct.

This Petition is being signed by the Petitioners under oath as stated herein.

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 Dated as of the ____ day of ___________, 2019.
Respectfully submitted,

BEESONS:

By:
Thomas E. Beeson

By:
Donna Beeson

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 ACKNOWLEDGMENTS

STATE OF ILLINOIS )
) SS
COUNTY OF _________ )

I, the undersigned, a Notary Public, in and for the County and State aforesaid, DO HEREBY
CERTIFY that Thom Beeson, personally known to me, and the same person whose name is
subscribed to the foregoing instrument, appeared before me this day in person and acknowledged
that the ______________ signed and delivered the said instrument as his free and voluntary act
for the uses and purposes therein set forth.

GIVEN under my hand and official seal, this _____ day of ______________, 2019.

Notary Public

STATE OF ILLINOIS )
) SS
COUNTY OF _________ )

I, the undersigned, a Notary Public, in and for the County and State aforesaid, DO HEREBY
CERTIFY that Donna Beeson, personally known to me and the same person whose name is
subscribed to the foregoing instrument, appeared before me this day in person and acknowledged
that he signed and delivered the said instrument as his free and voluntary act for the uses and
purposes therein set forth.

GIVEN under my hand and official seal, this _____ day of ______________, 2019.

Notary Public

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 EXHIBIT D

FORM OF Amendment to
the R-1 Specialty Retail District

{00024059 2}
 EXHIBIT E

FORM OF RECAPTURE AGREEMENT

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Board of Trustees December 9, 2019 Meeting at 7:00 p.m.

Discussion / Action Items: Agenda Item #6

Discuss and Consider Approval of an Ordinance Amending the 2014 Bannockburn Comprehensive Plan.

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VILLAGE OF BANNOCKBURN

ORDINANCE NO. 2019-__

AN ORDINANCE AMENDING THE 2014 BANNOCKBURN COMPREHENSIVE PLAN

Adopted by the
President and Board of Trustees
of
the Village of Bannockburn
this __th day of December, 2019

Published in pamphlet form by direction

and authority of the Village of Bannockburn,
Lake County, Illinois
this __th day of December, 2019

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VILLAGE OF BANNOCKBURN

ORDINANCE NO. 2019-__

AN ORDINANCE AMENDING THE 2014 BANNOCKBURN COMPREHENSIVE PLAN

WHEREAS, the Village of Bannockburn (the “Village”) has previously adopted the 2014

Bannockburn Comprehensive Plan (the “2014 Plan”) pursuant to Division 11-12 of the Illinois

Municipal Code and the Village’s home rule authority; and

WHEREAS, the Village has a longstanding history of undertaking thoughtful planning to

protect, preserve, and enhance the character of the Village – and particularly its residential core

– while creatively encouraging non-residential uses on the edges of the Village to improve the

Village’s tax base and offer opportunities for employment, shopping, and services; and

WHEREAS, the Village has also exercised its annexation authority judiciously to advance

the overall objectives of the 2014 Plan and its predecessor plans; and

WHEREAS, the changes in the broader economy and related demands on and for land

uses since the Great Recession has warranted the refinement of the 2014 Plan, especially as it

relates to the area located at the intersection of Routes 22 and 43 in and adjacent to the Village

(the “Intersection Properties”); and

WHEREAS, pursuant to notice duly published in the Lake County News-Sun, the

Bannockburn Plan Commission/ Zoning Board of Appeals (“PCZBA”) conducted a public hearing

on November 18, 2019 for the purpose of hearing and considering testimony regarding possible

amendments to the Plan, and particularly the Intersection Properties; and

WHEREAS, based on the testimony and other information provided at such hearing, the

PCZBA has made certain recommendations to amend the 2014 Plan; and

WHEREAS, having considered the recommendations of the PCZBA, the President and

Board of Trustees (the “Village Board”) have determined that it is in the best interest of the Village

and its residents to amend the 2014 Plan as hereinafter set forth;

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NOW, THEREFORE, BE IT ORDAINED BY THE PRESIDENT AND BOARD OF

TRUSTEES OF THE VILLAGE OF BANNOCKBURN, COUNTY OF LAKE, STATE OF

ILLINOIS, as follows:

SECTION ONE: Recitals. The foregoing recitals are hereby incorporated into and

made a part of this Ordinance as if fully set forth.

SECTION TWO: Amendments to 2014 Plan. The 2014 Plan shall be and is hereby

amended by incorporating the changes set forth in Exhibit A to this Ordinance, which exhibit is

incorporated into and made a part of this Ordinance (the “Plan Amendments”). The Village

Manager shall cause the text of the 2014 to be updated and published to reflect the Plan

Amendments.

SECTION THREE: Effective Date. This Ordinance shall be in full force and effect from

and after its passage, approval, and publication in pamphlet form in the manner provided by law;

provided, however, that this Ordinance shall be of no force or effect until ten (10) days after its

recordation in the Office of the Lake County Recorder as provided in 65 ILCS 5/11-12-7.

PASSED THIS ____ DAY OF DECEMBER, 2019.

AYES: ()
NAYS: ()
ABSENT: ()
ABSTAIN: ()

APPROVED THIS ____ DAY OF DECEMBER, 2019.

_____________________________
Village President

ATTEST:

_____________________________
Village Clerk

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EXHIBIT A

Plan Amendments

A. Ch. 1: “Population” (at 11-12)

Future population growth in Bannockburn will be limited. The Village is nearly surrounded
by other municipalities, and little land remains available for annexation. Less than 10% of
the Village is undeveloped, and most of that area is within the Forest Preserve or falls
within the floodplain of the Middlefork of the North Branch of the Chicago River. Most of
the population growth that occurs in Bannockburn will be due to the development of
privately owned vacant land already within the Village or increased enrollment at Trinity
International University. In the planning area, approximately 18 single-family residential
dwellings could be added consistent with the established development pattern and current
zoning controls, resulting in an increase of approximately 45 residents. In addition,
annexation and development of the currently unincorporated land at the northeast
corner of Waukegan and Half Day Roads may offer the opportunity for creative
mixed-use development that include additional residents. Therefore, even if all of this
development takes place and Trinity International University reaches its projected
maximum residential enrollment, the ultimate total population of the Village should still be
approximately 2000 persons.

B. Ch. 1: “ZONING, DEVELOPMENT, AND LAND USE PLANNING” (at 12)

Because Bannockburn is located in the middle of a largely urbanized area, the
development of the remaining vacant land within the Village appears probable during the
next ten years. While the development of vacant land for residential uses consistent with
the Village's existing zoning patterns and development regulations should not alter the
character of the Village, there are continual threats to that zoning. Any residential rezoning
for higher density would clearly alter the character of Bannockburn, unless such
development occurs as part of a mixed-use development at the northeast corner of
Waukegan and Half Day Roads and is incorporated into a thoughtful plan that
exploits existing commercial, retail, and transportation amenities in that area.
Insensitive non-residential development could also significantly alter its character. If such
alterations were allowed to occur, the open space character of the fields and woods of
residential areas could be destroyed. Bannockburn would no longer present a rural
appearance to the passerby or provide the necessary visual contrast to the surrounding
suburban development. (Refer to Map 2, the Existing Zoning Map, which depicts current
zoning lot designations within the Village).

C. Ch. 2: “INTRODUCTION” (at 16)

The residential core of the Village is such an "environmentally sensitive community” that
must be preserved. In addition, new development east of Waukegan Road demonstrates
that commercial uses can be designed and developed to promote the "green community"

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image. Along the east side of Waukegan Road and at the Illinois Toll Road and Half Day
Road interchange, the Village intends to continue to require that landscaping, design, and
scale of development enhance the rural image of Bannockburn or afford a
complementary set of mixed uses at the northeast corner of Waukegan Road and
Half Day Road that will support the tax base of the Village and provide alternative
types of community gathering spaces. Likewise, the Village must continue to work with
Trinity International University to assure that its campus grounds are developed and
landscaped in a rational and coordinated fashion that complements both its residential
and non-residential neighbors.

D. Ch. 2 “COMMUNITY CHARACTER AND LAND USE PLANNING,” “Bannockburn’s

Community Character” (at 37)
Subarea One is Suburban in character. This area contains non-residential developments
built at low to average intensities and having extensive landscaping. Several parcels also
contain significant areas of preserved open land which contribute to and enhance the
overall character. The Bannockburn Green Retail Center (Photo 34) is one of the few
shopping centers in the region that has a Suburban character. This character has been
achieved through extensive landscaping. The use of a two-story structure means the
overall intensity of use is similar to more conventional centers. Bannockburn Lake Office
Plaza and TWG (Photo 35) utilize a similar approach to achieve the same result. Other
buildings in the office district have extensive lawns, but the buildings are well below
average in their floor area ratio and the additional landscaped area ensures the Suburban
character. Whenever redevelopment is planned for this area, substantial landscaping
shall be required. Additionally, creative mixed-use development at the northeast
corner of Waukegan and Half Day Roads could contribute to the Suburban
character in Subarea One provided that the uses complement and support the
commercial elements of the development and provide alternative types of
community gathering spaces.

E. Ch. 3: “GENERAL DESCRIPTION AND DISCUSSION,” “Non-Residential” (at 49)

Non-residential uses are for the most part located on the Village's east and west borders
(Subareas One and Three – Shown on Map 4). The developments on the east are
separated from the residential center of the Village by Waukegan Road and the Metra
Railroad right-of-way. These uses include the Bannockburn Green Retail Center and the
Bannockburn Lake Office Plaza developments, both of which are heavily wooded,
extensively landscaped, and contain significant areas of preserved open land. Most of the
other uses in this area consist of businesses with corporate offices and related facilities.
The Shell gasoline service station is located at the southeast corner of the Half Day
Road/Waukegan Road intersection. Over time, this use should be upgraded to better fit
into the Village character. The unincorporated property located on the northeast corner
of the Half Day Road/Waukegan Road intersection should ultimately be annexed and
developed for uses that bolster the tax base and commercial revenue sources of
the Village; this might be best achieved through thoughtful mixed-use development.

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F. Ch. 3: “PLAN AND POLICIES FOR THE FUTURE,” “Non-Residential Uses” (at 52-53)
The unincorporated area on Waukegan Road north of Half Day Road should be annexed
to the Village. That property should be developed and generously landscaped to
complement the retail development on Waukegan south of Half Day Road. The site plan
should provide for an adequate buffer to protect the Del Mar Woods subdivision to the
east in unincorporated Lake County. Because of the low-density residential
development of the Village’s residential core, consideration should be given to
mixed use developments that will enhance the vitality and customer base for any
retail developments.

G. Ch. 8: “ANNEXATION” (at 73)

Annexation has been a beneficial tool in creating an organized land use arrangement and
in maintaining an efficiently functioning community in Bannockburn. The primary objective
that the Village should seek to achieve through annexation is to control and coordinate
development in the unincorporated area at the northeast corner of Waukegan and Half
Day Roads to promote high quality and well landscaped development offering a high
level of amenities in keeping with the Village’s Comprehensive Plan. The northeast
corner of Waukegan and Half Day Roads also provides the opportunity for creative
mixed-use development that complements the commercial character, and
enhances the vitality, of that intersection.
The ultimate boundaries of Bannockburn should generally be the Northern Illinois Toll
Road on the west, the City of Lake Forest on the north, the City of Highland Park on the
east, and the Village of Deerfield on the southeast, south and southwest. Two exceptions
exist, however. The first exception would be the unincorporated area to the southwest of
the Village which is located in the Deerfield School District and has roadway access only
through Deerfield, and is therefore primarily oriented toward that community. The second
exception is the Del Mar Woods subdivision located northeast of the Village and north of
Half Day Road. The land use pattern in that subdivision is well established and poses no
serious problems to the Village's community character. That subdivision, moreover, was
developed in 1926 and has many infrastructure problems. The Village cannot afford an
annexation that would require a major commitment of its limited resources to correct these
problems.
Within the general boundary described above, there are two parcels that are potential
candidates for annexation. Those parcels are highlighted on Map 10 and are discussed
below:
1. Northeast Corner of Half Day Road and Waukegan Road: The property located at the
northeast corner of Half Day Road and Waukegan Road should be zoned for either
office development of the same high quality as the office developments to the south
along Waukegan Road, or possibly zoned for retail development of the same high
quality as the existing Bannockburn Green Retail Center if permitted under the
applicable boundary agreement. The property itself is triangular in shape and quite

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narrow. The combination of site size, limited access to Half Day Road, adjoining
residential use, and need indicate that the most suitable use is most likely for
commercial purposes. It may also be appropriate to authorize mixed use
development that complements existing development and fortifies additional
commercial uses to be developed on such site.

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