**Exhibit 10.4**

** **

**ANNEXATION AGREEMENT**

** **

** **

**PARTIES:**

 

**CITY OF ROCHELLE**

 

**AND**

 

**DPINDUSTRIAL, LLC**

 

** **

**CONSENTING PARTIES:**

 

YESAC FARMS, L.P.; MARIEANNETTE BARTH AND JOYCE STOCKING ASTRUSTEES UNDER THE STOCKING FAMILY TRUST NO. 4-96 UNDER TRUSTAGREEMENT DATED JUNE 18, 1996; MARK STOCKING, and NOGGLE FAMILY LIMITED PARTNERSHIP

 

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**INDEX**

 
| RECITALS        |                                                                                     |   |
|-----------------|------------------------------------------------------------------------------------------|--------|
| SECTION 1  | INCORPORATION  OF RECITALS                                                               |   |
| SECTION 2  | ANNEXATION  OF SUBJECT PROPERTY TO CITY                                                  |   |
| SECTION 3  | ZONING                                                                                   |   |
| SECTION 4  | COMPREHENSIVE PLAN                                                                       |   |
| SECTION 5  | PRELIMINARY  PLAN OF DEVELOPMENT                                                         |   |
| SECTION 6  | WATER  SUPPLY; WATER MAIN CONSTRUCTION                                                   |   |
| SECTION 7  | SEWER FACILITIES                                                                         |   |
| SECTION 8  | PUBLIC ROAD  CONSTRUCTION                                                                |   |
| SECTION 9  | STORM WATER  MANAGEMENT                                                                  |   |
| SECTION 10 | ELECTRICAL SERVICE                                                                       |   |
| SECTION 11 | FIBER  OPTIC LINE INSTALLATION                                                           |   |
| SECTION 12 | RAIL SERVICE                                                                             |   |
| SECTION 13 | PERFORMANCE OF  WORK                                                                     |   |
| SECTION 14 | DEDICATIONS  AND EASEMENTS                                                               |   |
| SECTION 15 | APPLICABLE  MUNICIPAL ORDINANCES                                                         |   |
| SECTION 16 | EXISTING  WATER AND SEPTIC FACILITIES                                                    |   |
| SECTION 17 | RECAPTURE                                                                                |   |
| SECTION 18 | EXISTING  AND NONCONFORMING USES                                                         |   |
| SECTION 19 | PROPERTY TAX  ABATEMENT                                                                  |   |
| SECTION 20 | FEES;  DEVELOPMENT CODES; LIMITATION ON SPECIAL SERVICE AREA CREATION; CHANGES TO  CODES |   |
| SECTION 21 | EFFECTIVE  DATE; RECORDATION OF CERTAIN DOCUMENTS                                        |   |
| SECTION 22 | AMENDMENT                                                                                |   |
| SECTION 23 | AUTHORIZATION  TO EXECUTE                                                                |   |
| SECTION 24 | ASSIGNABILITY;  RESPONSIBILITY; CONTINUANCE OF OBLIGATIONS                               |   |
| SECTION 25 | TERM                                                                                     |   |
| SECTION 26 | NOTICES                                                                                  |   |

 

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| SECTION 27 | FOREIGN  TRADE ZONE AND ENTERPRISE ZONE |   |
|-----------------|-----------------------------------------|--------|
| SECTION 28 | RECORDATION.                            |   |
| SECTION 29 | TIME PERIODS                            |   |
| SECTION 30 | STOP ORDERS                             |   |
| SECTION 31 | LEGAL FORMALITIES                       |   |
| SECTION 32 | STATUS CERTIFICATE                      |   |
| SECTION 33 | CERTIFICATE  OF OCCUPANCY               |   |
| SECTION 34 | ASSURANCES BY CITY                      |   |
| SECTION 35 | CONDITIONS                              |   |
| SECTION 36 | DEFAULT/REMEDIES.                       |   |
| SECTION 37 | MISCELLANEOUS                           |   |
| SECTION 38 | OWNER  CONSTRUCTION COMMITMENT          |   |

 

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**INDEX**

 
| EXHIBIT  A - 1 — Legal Description of the Yesac Property                              |
|--------------------------------------------------------------------------------------------|
| EXHIBIT  A - 2 — Legal Description of the Barth Property                              |
| EXHIBIT  A - 3 — Legal Description of the Noggle Property                             |
| EXHIBIT  B — Copy of Annexation Petition                                              |
| EXHIBIT  C-1 — Variances                                                              |
| EXHIBIT  C-2 — Variances                                                              |
| EXHIBIT  C-3 — Variances                                                              |
| EXHIBIT  D — Proposed City of Rochelle Storm Water Management Ordinance               |
| EXHIBIT  E — Preliminary Plan and Depiction of Rights-of-Way to be Dedicated by Owner |
| EXHIBIT  F-1 — Capacities of Water Facilities                                         |
| EXHIBIT  F-2.1 — Depiction of Water Facilities                                        |
| EXHIBIT  F-2.2 — Specifications and Cost Breakdown for Water Facilities               |
| EXHIBIT  F-3 — Water Facilities Connection Charges                                    |
| EXHIBIT  F-4 — Depiction of IRE Land                                                  |
| EXHIBIT  G-1 — Capacities of Sewer Facilities                                         |
| EXHIBIT  G-2.1 — Depiction of Sewer Facilities                                        |
| EXHIBIT  G-2.2 — Specifications and Cost Breakdown for Sewer Facilities               |
| EXHIBIT  G-3 — Sewer Facilities Connection Charges                                    |
| EXHIBIT  H-1 — Layout and Cost Sharing Breakdown for Road Improvements                |
| EXHIBIT I — Capacities of Electrical Facilities                                       |
| EXHIBIT  J-1 — Rail Drawings                                                          |

 

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**ANNEXATION AGREEMENT**

 

This Annexation Agreement(this “Agreement”) is entered into as of this      dayof July, 2003, by and between the City of Rochelle, Ogle County, Illinois (the“City”) and DP Industrial, LLC, a Delaware limited liability company (“Owner”),Yesac Farms, L.P., a limited partnership of Rochelle, Illinois (“Yesac”); MarieAnnette Barth and Joyce Stocking as Trustees under The Stocking Family TrustNo. 4-96 under Trust Agreement dated June 18, 1996 (collectively,“Barth”); and the Noggle Family Limited Partnership (“Noggle”).  Yesac, Barth and Noggle may hereinafter becollectively referred to in this Agreement as the “Consenting Parties”.

 

**RECITALS**

 

# 1.                                                       Yesac is the Owner of Record ofcertain property legally described on Exhibit A-1 attached hereto andmade a part hereof (the “Yesac Property”). Barth is the Owner of Record of certain property legally described on ExhibitA-2 attached hereto and made a part hereof (the “Barth Property”).  Noggle is the Owner of Record of certainproperty legally described on Exhibit A-3 attached hereto and made apart hereof (the “Noggle Property”). The sole beneficiaries of The Stocking Family Trust No. 4-96 under TrustAgreement dated June 18, 1996 are Ronald Stocking and Timothy Stocking.  The Yesac Property, the Barth Property andthe Noggle Property may hereinafter be collectively referred to in thisAgreement as the “Subject Property”.

#  

# 2.                                                       Owner is the contract purchaserof the Yesac Property and therefore the holder of equitable title, pursuant tothat certain Real Estate Sale and Option Agreement dated as of January 14,2003 between Yesac and Owner (the “Yesac Contract”).

#  

# 3.                                                       Owner is the contract purchaserof the Barth Property and therefore the holder of equitable title, pursuant tothat certain Option Agreement dated as of October 31, 2002

#  

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# between Barth and thepredecessor-in -interest of Owner, Greater Rochelle Economic DevelopmentCorporation (the “Barth Contract”).

#  

# 4.                                                       Owner is the contract purchaserof the Noggle Property and therefore the holder of equitable title, pursuant tothat certain Agreement of Purchase and Sale dated as of March 3, 2003,between Noggle and Owner (the “Noggle Contract”).

#  

# 5.                                                       The Subject Property is locatedin Ogle County, Illinois and consists of approximately 300.28 acres, which iscomprised of approximately 114.98 acres contained in the Barth Property,approximately 153 acres contained in the Yesac Property, and approximately 32.3acres contained in the Noggle Property. The Barth Property and the Noggle Property are contiguous to the Cityand the Yesac Property will be contiguous to the City upon the annexation ofeither the Barth Property or the Noggle Property or upon the future annexationof other real property currently owned by third parties and not the subject ofthis Agreement.

#  

# 6.                                                       There are no electors residingon the Subject Property other than Mark Stocking, who is a tenant occupying theresidence located on the Barth Farm.

#  

# 7.                                                       The Owner and the ConsentingParties have duly filed a Petition to annex the Subject Property to the City, subjectto the terms and conditions of this Agreement.

#  

# 8.                                                       Pursuant to all legalrequirements, including notice, the City’s Planning Commission has conducted apublic hearing with respect to the proposed zoning of the Subject Property, andhas forwarded its report and recommendations to the  City Council of the City.

 

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# 9.                                                       Pursuant to 65 ILCS 5/11-15.1-1,et seq., the  City Council of the Cityhas conducted a public hearing on this Agreement.  Notice of hearing was published on June 1, 2003, in theRochelle News-Leader, being a newspaper of general circulation within the Cityand the Subject Property.  In addition,the City Planning Commission has held a public hearing on the proposed zoningof the Subject Property, including all matters set forth in Section 2below.  Notice of the PlanningCommission public hearing was published on May 4, 2003, in the RochelleNews-Leader, being a newspaper of general circulation within the City and theSubject Property.

#  

# 10.                                                 The City has provided allapplicable notices to governmental bodies of this contemplated AnnexationAgreement as are required by law.  Inparticular, notice of the proposed annexation has been issued to Dement TownshipHighway Commissioner and to the Ogle-Lee Fire Protection District as requiredby law and since the City does not provide a public library or public libraryservices and the Subject Property will continue to be served by theFlagg-Rochelle Public Library District notwithstanding its annexation into theCity, notice to such Library District is not required by applicable law.

#  

# 11.                                                 Owner anticipates that it willdevelop the Subject Property with up to approximately five million square feetof industrial space used for, among other things, warehousing, distribution,assembly, and light manufacturing with related ancillary office use.

#  

# 12.                                                 The City has determined that itis in the best interests of the City, and in furtherance of the public health,safety, comfort, morals and welfare, that the Subject Property be annexed tothe City; and that upon annexation, the Subject Property be rezoned and thatcertain other provisions be made with the commitment, cooperation and agreementof the

 

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# City for the futureownership, development, operation and use of the Subject Property as more fullyset forth below in this Agreement.

#  

# 13.                                                 The parties desire to enter intoa binding agreement with respect to the annexation of the Subject Property,amendment of the Comprehensive Plan if necessary to permit I-2 zoning on theSubject Property, rezoning provisions and other related matters, pursuant to 65ILCS 5/1-1-1, *et seq*., upon the terms and provisions set forth in thisAgreement.

#  

# 14.                                                 The corporate authorities of theCity have been properly authorized to execute and deliver this Agreement onbehalf of the City and thereby bind the City.

#  

NOW, THEREFORE, it ishereby agreed by and between the parties hereto, as follows:

 

## **SECTION 1****                              **INCORPORATIONOF RECITALS.

##  

The Recitalsset forth above are incorporated herein by this reference.

 

## **SECTION 2****                              **ANNEXATIONOF SUBJECT PROPERTY TO CITY.

##  

### (a)                                  TheOwner and the Consenting Parties have filed with the City a duly executedpetition (“Annexation Petition”) to annex to the City the Subject Property,subject to the terms and conditions set forth in this Agreement.  A copy of the Annexation Petition is shownon Exhibit B, attached hereto and made a part hereof.

###  

### (b)                                 TheCity represents and warrants that prior to the execution and delivery of thisAgreement, the Planning Commission, the Board of Zoning Appeals, the CityCouncil of the City and all other necessary governmental bodies have eachproperly conducted and concluded all

 

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### public hearings upon thisAgreement required pursuant to and in the manner required by law,  and that prior to all such hearings allnotices required by law to be given and all public hearings required by law tobe held before any annexation, any amendment to the Comprehensive Plan, anyrezoning or subdivision, the execution and delivery of this Agreement, or theperformance of the obligations set forth herein by the City have been properlygiven and held, as applicable.

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### (c)                                  Promptlyupon the execution of this Agreement and after satisfaction of the ConditionPrecedent (as defined below in Section 36), the City shall by properordinance cause the Subject Property to be annexed to the City.  Such annexation shall be subject to theterms and conditions of this Agreement, for the benefit of the Owner and theSubject Property.  In addition,contemporaneously with annexation, the City shall promptly adopt suchordinances respecting zoning, the Comprehensive Plan, if necessary, and the useand development of the Subject Property as provided below in this Agreement.

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## **SECTION 3****                              **ZONING.

##  

### (a)                                  Promptlyupon the execution of this Agreement and satisfaction of the ConditionPrecedent, the City shall adopt an ordinance zoning the Subject Property intothe I-2 classification, pursuant to the City Zoning Ordinance.  Subject to Federal and State Law, the Cityrepresents and warrants that the I-2 zoning classification will permit theoperation of the Subject Property

 

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### for its anticipated use24 hours per day, seven days a week without any time limits or restrictions onsuch operations.  Any existingimprovements and presently lawful uses on the Subject Property, including butnot limited to the house and agricultural property, shall be considered legalnonconforming uses during the term of this Agreement.

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### (b)                                 Simultaneouslywith the adoption of the zoning ordinance set forth in Section 3(a) above,the City shall also approve the variances and relief from City ordinances asdescribed on Exhibit C-1, Exhibit C-2, and Exhibit C-3,  attached hereto and made a part hereof.

###  

### (c)                                  Inaddition to those uses listed as permitted in the I-2 Zoning District, thefollowing uses shall be permitted uses within the Subject Property as ancillaryto the I-2 uses; provided that such uses are not retail in nature:

###  

Blueprint and Photocopying

Business Services

Cellular Communications Tower

Light Assembly

Photographic Studio

 

## **SECTION 4****                              **COMPREHENSIVEPLAN.

##  

The City represents thatit has amended its Comprehensive Plan to reflect the zoning and uses for theSubject Property provided for hereinabove in order to comply with 65 ILCS5/11-12-7.

 

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## **SECTION 5****                              **PRELIMINARYPLAN OF DEVELOPMENT.

##  

### (a)                                  Ownerpresently intends to configure the Subject Property in general conformity withthe Preliminary Plan of Development as shown on Exhibit E attachedhereto and made a part hereof (the “Preliminary Plan”).  The City represents and warrants that theimprovements to be constructed by Owner as detailed on the Preliminary Plan arepermitted under the I-2 zoning district regulations of the Rochelle MunicipalZoning Code without any special use, conditional permit or variance beingrequired.  Specific uses, locations andsizes of improvements on the Preliminary Plan may be changed by Owner providedthat the changes comply with the I-2 zoning district regulations in effect asof the date hereof.  Notwithstandinganything contained in this Agreement to the contrary, signs, fences, railtracks (and appurtenant loading platforms), equipment, sidewalks, utilities,overhead transmission lines (and appurtenant facilities) and distribution linesare permitted within the setback areas required by the I-2 zoning districtregulations in effect as of the date hereof.  The City acknowledges and agrees that the grading and building permitsfor the equipment and improvements which comply with the two precedingsentences can be obtained without the need for planned development, specialuse, conditional use, site plan (except in conjunction with customary Citybuilding permit reviews), appearance review, subdivision or variationapprovals, notwithstanding anything contained in the City ordinances to thecontrary (including without limitation Titles 15, 16 or 17 of the MunicipalCode) provided that variation approvals shall be required if

 

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relief is sought from theI-2 zoning district regulations except as otherwise permitted by thisAgreement.

###  

### (b)                                 Ownercurrently has no specific development plans with respect to the SubjectProperty except as set forth on Exhibit E attached hereto and made apart hereof, which plans may change from time to time at the election ofOwner.  Owner may develop the SubjectProperty in phases and may prepare individual Plats of Subdivision,Resubdivision or Planned Unit Development Plats for such purpose.  City will approve all such Subdivision,Resubdivision or Planned Unit Developments, which conform to the ordinances ofthe City existing on the date of this Agreement and which comply with the termsof this Agreement.

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## **SECTION 6****                              **WATERSUPPLY; WATER MAIN CONSTRUCTION.

##  

### (a)                                  TheCity represents and warrants that a supply of potable water to the SubjectProperty through the City system is available north of the Subject Property atCaron Road and I-88.  In connection withthe annexation and development of the Subject Property, the City shallconstruct sufficient water lines, pipes, mains, pumping stations, storagereservoirs and other facilities along Caron and Steward Roads in order to bringwater service to the Subject Property sufficient to service the SubjectProperty for both domestic use and fire protection in accordance with Citystandards, and the City shall install such facilities along the SubjectProperty (the “Water Facilities”) as shown on Exhibit F-2.1.  Subject to events of Force Majeure 

 

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### (as defined below), theCity shall complete the Water Facilities to (i) the east boundary of the BarthProperty and (ii) the Ogle County line along the east boundary of theYesac Property on or before the date that is six months after the date thatOwner has submitted to the City (1) an application for a grading permit for aprimary building on any portion of the Subject Property, and (2) an applicationfor approval of Owner’s storm water management plan for applicable portion ofthe Subject Property, and (3) all fees required in connection with suchapplications.  Owner shall submit suchapplications and pay such fees no later than 12 months after Owner purchasesany portion of the Yesac Property. Owner acknowledges that the City’s obligation to complete the WaterFacilities by such date is subject to Force Majeure (as defined inSection 37(c)) and City obtaining the easements required to install theWater Facilities.  Owner shall reimbursethe City for a portion of the costs of the installation of the Water Facilitiesas set forth herein.  Such WaterFacilities shall be constructed either within existing easements or incurrently dedicated rights-of-way and to the extent that such easements andrights-of-way are not currently in existence, the City shall obtain sucheasements and rights-of-way at the Owner’s cost pursuant to Section 14,subject to the following terms and conditions: (x) if IRE (as defined in Section 6(c)) or IRE’s designee orassignee enters into an annexation agreement with the City relating to the IRELand (as defined in Section 6(c)) and acquires the IRE Land, Owner shallnot be required to pay for any easements that may be

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### required on the IRE Land,(y) the City shall consult with Owner and obtain Owner’s approval (which shallnot be unreasonably withheld) before acquiring any easements relating to WaterFacilities that will be at Owner’s cost, and (z) if Owner is required to payfor such easements pursuant to this Section, Owner shall have the right torecapture 100% of such easement costs from the owner of the applicable portionof the IRE Land at the time the owner of such property taps into the WaterFacilities.  Owner acknowledges that anyeasements on the Subject Property that are reasonably deemed by the City to benecessary to install such facilities to the Subject Property shall be providedby Owner at no cost to the City.  Exceptfor the connection charges set forth on Exhibit F-3 attached hereto andmade a part hereof which shall be in effect for five years after the annexationof the Subject Property, Owner shall be permitted to connect to the water mainof the Water Facilities on the Subject Property at no charge in locations asOwner selects in its sole discretion, provided Owner’s improvement plansconform to all applicable City ordinances in effect as of the date of thisAgreement.

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### (b)                                 TheCity represents and warrants that its water supply, as well as the WaterFacilities currently in place or to be constructed as provided for in thisSection 6, are of sufficient capacity to serve the current and anticipateddevelopment of the Subject Property in the capacities shown on Exhibit F-1,and shall be available to the Subject Property for such anticipated usage, withno cost to Owner other than usual and customary

 

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### fees, charges and ratesfor supply based upon volumes consumed that are of general applicability in theCity.   The City agrees to provideservice to the Subject Property based on the estimated capacities shown on ExhibitF-1 as and when such service is needed for the Subject Property.  Attached hereto as Exhibit F-2.1 and ExhibitF-2.2 and made a part hereof are the specifications, layout and costbreakdown for the Water Facilities.  TheCity shall be responsible for 100% of the cost of extending the water extensionfrom its current location along Caron Road to the intersection of CaronRoad and Steward Road and then east along Steward Road to the west boundary ofthe Barth Property.  For extensions fromthe west boundary of the Barth Property to (i) the east boundary of the BarthProperty and (ii) the south property line of the Yesac Property, Owner shallpay the City prior to construction 110% of the estimated costs of theinstallation of the Water Facilities beyond such point (based on the lowestqualified bid received (“Owner’s 110% Water Improvement Payment”)); provided,however, in the event that the actual costs exceed Owner’s 110%  Water Improvement Payment, City shall beresponsible for such excess costs without any reimbursement from Owner, and ifthe actual costs are less than Owner’s 110% Water Improvement Payment, Cityshall be entitled to retain such savings . Owner shall have the right to recapture the costs incurred pursuant tothe preceding sentence as follows:  (i)Owner shall have the right to recapture 50% of the costs of that portion of theWater Facilities that lies adjacent to the land currently owned by the Boyle 

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### 

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### family located adjacentto the south boundary of the Barth Property no further than the east boundaryof the Barth Property at the time the owner of such property taps into theWater Facilities, and (ii) Owner shall have the right to recapture 50% of thecosts of that portion of the Water Facilities that lies adjacent to the landcurrently owned by the Boyle family located adjacent to the east boundary ofthe Yesac Property at the time the owner of such property taps into the WaterFacilities.

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### (c)                                  TheCity and Owner acknowledge that Illinois River Energy, LLC (“IRE”) currentlyintends to acquire and develop the land located adjacent to Steward Road andCaron Road and depicted on Exhibit F-4 attached hereto and made a parthereof (the “IRE Land”).  The City alsoacknowledges that IRE and Owner may exchange properties, pursuant to whichOwner may become the owner of the IRE Land and IRE may become the owner of aportion of the Subject Property.  If IREor IRE’s designee or assignee acquires the IRE Land and does not exchangeproperties with Owner, IRE and the City have agreed to share the costs ofextending the water line along Caron Road and Steward Road to the west boundaryof the Barth Property (at no cost to Owner). The City acknowledges that no portion of the City’s or IRE’s costsrelating to water improvements and associated easement costs shall be subjectto recapture relating to the Subject Property. The City and Owner acknowledge and agree that if IRE or an assignee ordesignee of IRE does not acquire the IRE Land, or if IRE or an assignee ordesignee of IRE acquires any

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### portion of the IRE Landand either does not enter into an annexation agreement with the City, or entersinto an annexation agreement but fails to commence construction of an ethanolproduction facility by December 31, 2003 (if such failure releases IRE orIRE’s assignee or designee from IRE’s or IRE’s assignee’s or designee’sobligation to pay for IRE’s portion of the water improvement costs pursuant tothe terms of any annexation agreement between the City and IRE), (i) the costof extending the water extension from its current location to the south rightof way line of Illinois Tollway Authority Interstate Highway 88 along CaronRoad shall be at the City’s sole cost, (ii) the cost of extending the waterextension from the south right of way line of Illinois Tollway AuthorityInterstate Highway 88 along Caron Road to Steward Road shall be shared equally between the City and Owner (withOwner having the right to recapture all of Owner’s costs from the owner of theportion of the IRE Land currently owned by the Noggle Family LimitedPartnership at the time the owner of such property taps into the WaterFacilities, and City having no right to recapture its costs), and (iii) thecost of extending the water extension from the intersection of Caron Roadand Steward Road east to the west boundary of the Barth Property shall beshared between the City and Owner as follows: the City shall pay 75% of such costs and Owner shall pay 25% of suchcosts (with the City having the right to recapture all of the City’s costs fromthe portion of the IRE Land owned by Henry A. Knetsch, Jr., as Trustee Under aCertain Trust Agreement Dated July 21,

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### 1988, and Owner having noright to recapture its costs); provided, however, that if Owner becomes theowner of the IRE Land pursuant to a means other than an exchange of propertieswith IRE, then Owner shall bear all of the costs of extending the water improvementsfrom the intersection of Caron Road and Steward Road east to the westboundary of the Barth Property.

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### (d)                                 Atthe written request of Owner, the City shall install a second set of WaterFacilities (the “Additional Water Facilities”) integrated with the originalWater Facilities for a redundant supply of water to the Subject Property.  Such Water Facilities shall be constructedeither within existing easements or in currently dedicated right-of-way and, tothe extent that such easements and rights-of-way are not currently inexistence, the City shall obtain such easements and rights-of-way.  The specifications and cost sharing, if any,for the Additional Water Facilities will be mutually agreed by the City and Ownerat the time that Owner provides its request to have the Additional WaterFacilities installed by the City.

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### (e)                                  TheCity shall assist Owner in securing applicable grants to defray the costs ofextending the Water Facilities from the west boundary of the Barth Property to(i) the Ogle County line along the east boundary of the Yesac Property and(ii) the east boundary of the Barth Property.

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### (f)                                    Notwithstandinganything herein to the contrary, in the event IRE or IRE’s designee or assigneedoes not enter into an annexation agreement with the

 

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### City or otherwise doesnot grant the anticipated easements or rights-of-way required to construct theWater Facilities in the locations described in this Agreement in a timelymanner, the City shall construct the Water Facilities along Caron Road withinthe existing City right-of-way between the west boundary of the IRE Land andthe BNSF Rail Line (as defined in Section 8(c) of this Agreement) south tothe intersection of Caron Road and Steward Road, and then east along thesouth side of Steward Road to the east boundary of the Barth Property and thesouth property line of the Yesac Property. In such event, Owner and the City shall reasonably cooperate to agreeupon the final plans relating to the location of such Water Facilities.

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## **SECTION 7****                              **SEWERFACILITIES.

##  

### (a)                                  Cityrepresents and warrants that sewer service through the City system is availableto the Subject Property at a location north of the Subject Property at CaronRoad and I-88.  In connection with theannexation and development of the Subject Property, the City shall constructsufficient sewer pipes, lines, lift stations and other facilities in order tobring sewer service to the Subject Property sufficient to service the SubjectProperty for its anticipated use and in accordance with City standards, and theCity shall install such facilities along the Subject Property (collectively,“Sewer Facilities”) as shown on Exhibit G-2.1.  Subject to events of Force Majeure (as defined below), the Cityshall complete the Sewer Facilities to (i) the east boundary of the BarthProperty and (ii) the Ogle County line

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### along the east boundaryof the Yesac Property on or before the date that is six months after the datethat Owner has submitted to the City (1) an application for a grading permitfor a primary building on any portion of the Subject Property, and (2) anapplication for approval of Owner’s storm water management plan for applicableportion of the Subject Property, and (3) all fees required in connection withsuch applications.  Owner shall submitsuch applications and pay such fees within 12 months after Owner purchases anyportion of the Yesac Property.  Owneracknowledges that the City’s obligation to complete the Sewer Facilities bysuch date is subject to Force Majeure (as defined in Section 37(c)) andCity obtaining the easements required to install the Sewer Facilities.  Owner shall reimburse the City for the costsof the installation of the Sewer Facilities as set forth herein.  Such Sewer Facilities shall be constructedeither within existing easements or in currently dedicated right-of-way and tothe extent that such easements and rights-of-way are not currently inexistence, the City shall obtain such easements and rights-of-way at Owner’ssole cost pursuant to Section 14, subject to the following:  (x) if IRE (as defined in Section 6(c))or IRE’s designee or assignee enters into an annexation agreement with the Cityrelating to the IRE Land (as defined in Section 6(c)) and acquires the IRELand, Owner shall not be required to pay for any easements that may be requiredon the IRE Land, (y) the City shall consult with Owner and obtain Owner’sapproval (which shall not be unreasonably withheld) before acquiring anyeasements

 

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### relating to SewerFacilities that will be at Owner’s cost, and (z) if Owner is required to payfor such easements pursuant to this Section, Owner shall have the right to recapture100% of such easement costs from the owner of the applicable portion of the IRELand at the time the owner of such property taps into the SewerFacilities.  Owner acknowledges that anyeasements on the Subject Property that are reasonably deemed by the City to benecessary to install such facilities to the Subject Property shall be providedby Owner at no cost to the City.  Exceptfor the connection charges set forth on Exhibit G-3 attached hereto andmade a part hereof which shall be in effect for five years after the annexationof the Subject Property, Owner shall be permitted to connect to the SewerFacilities at no cost in locations that Owner selects in its sole discretion,provided Owner’s improvement plans conform to all applicable City ordinances ineffect as of the date of this Agreement.

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### (b)                                 TheCity represents that its sewer treatment facilities, as well as theimprovements to be constructed as provided for herein, are currently ofsufficient capacity to serve the current and anticipated development of theSubject Property in the capacities shown on Exhibit G-1 with noadditional cost to Owner other than usual and customary fees, charges and ratesof general applicability in the City. The City agrees to provide service to the Subject Property based on theestimated capacities shown on Exhibit G-1 as and when such service isneeded for the Subject Property. Attached hereto as Exhibit G-2.1 and Exhibit G-2.2 andmade a part

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### hereof are thespecifications, layout cost breakdown for the Sewer Facilities.  The City shall be responsible for 100% ofthe cost of extending the sewer extension from its current location along CaronRoad to the intersection of Caron Road and Steward Road and then eastalong Steward Road to the west boundary of the Barth Property.  For extensions from the west boundary of theBarth Property to (i) the east boundary of the Barth Property and (ii) thesouth property line of the Yesac Property, Owner shall pay the City for priorto construction 110% of the estimated costs of the installation of the SewerFacilities beyond such point (based on the lowest qualified bid received(“Owner’s 110% Sewer Improvement Payment”)); provided, however, in the eventthat the actual costs exceed Owner’s 110% Sewer Improvement Payment, City shallbe responsible for such excess costs without any reimbursement from Owner, andif the actual costs are less than Owner’s 110% Sewer Improvement Payment, Cityshall be entitled to retain such savings. Owner shall have the right to recapture the costs incurred pursuant tothe preceding sentence as follows: (i) Owner shall have the right to recapture50% of the costs of that portion of the Sewer Facilities that lies adjacent tothe land currently owned by the Boyle family located adjacent to the southboundary of the Barth Property no further than the east boundary of the BarthProperty at the time the owner of such property taps into the Sewer Facilities,and (ii) Owner shall have the right to recapture 50% of the costs of thatportion of the Sewer Facilities that lies adjacent to the land currently ownedby the Boyle

 

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###  

### family located adjacentto the east boundary of the Yesac Property at the time the owner of suchproperty taps into the Sewer Facilities.

###  

### (c)                                  Asstated in Section 6(c), if IRE acquires the IRE Land and does not exchangeproperties with Owner, IRE and the City have agreed to share the costs ofextending the sewer line along Caron Road and Steward Road to the west boundaryof the Barth Property (at no cost to Owner). The City acknowledges that no portion of the City’s or IRE’s costsrelating to the sewer improvements and associated easement costs shall besubject to recapture relating to the Subject Property.  The City and Owner acknowledge and agreethat if IRE or IRE’s assignee or designee does not acquire the IRE Land, or ifIRE or IRE’s designee or assignee acquires any portion of the IRE Land andeither does not enter into an annexation agreement with the City, or entersinto an annexation agreement but fails to commence construction of an ethanolproduction facility by December 31, 2003 (if such failure releases IRE orIRE’s assignee or designee from IRE’s or IRE’s assignee’s or designee’sobligation to pay for IRE’s portion of the water improvement costs pursuant tothe terms of any annexation agreement between the City and IRE), (i) the costof extending the sewer extension from its current location to the south rightof way line of Illinois Tollway Authority Interstate Highway 88 along CaronRoad shall be at the City’s sole cost, (ii) the cost of extending the sewerextension from the south right of way line of Illinois Tollway AuthorityInterstate Highway 88 along Caron Road to Steward Road shall be shared equallybetween the

###  

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### City and Owner (withOwner having the right to recapture all of such Owner’s costs from the owner ofthe portion of the IRE Land currently owned by the Noggle Family LimitedPartnership at the time the owner of such property taps into the SewerFacilities, and City having no right to recapture its costs), and (iii) thecost of extending the sewer extension from the intersection of Caron Roadand Steward Road east to the west boundary of the Barth Property shall beshared between the City and Owner as follows: the City shall pay 75% of such costs and Owner shall pay 25% of suchcosts (with the City having the right to recapture all of the City’s costs fromthe portion of the IRE Land owned by Henry A. Knetsch, Jr., as Trustee Under aCertain Trust Agreement Dated July 21, 1988, and Owner having no right torecapture its costs); provided, however, that if Owner becomes the owner of theIRE Land pursuant to a means other than an exchange of properties with IRE,then Owner shall bear all of the costs of extending the sewer improvements fromthe intersection of Caron Road and Steward Road east to the west boundaryof the Barth Property.

###  

### (d)                                 TheCity shall assist Owner in securing applicable grants to defray the costs ofextending the Sewer Facilities from the west boundary of the Barth Property to(i) Ogle County line along the east boundary of the Yesac Property and(ii) the east boundary of the Barth Property.

###  

### (e)                                  TheCity shall pay $30,000 for the incremental cost of materials required to upsizethe sanitary sewer line from 12 inches to 21 inches from the west

 

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### boundary of the BarthProperty to the Ogle County line along the east boundary of the Yesac Property.

###  

### (f)                                    Notwithstandinganything herein to the contrary, in the event IRE or IRE’s designee or assigneedoes not enter into an annexation agreement with the City or otherwise does notgrant the anticipated easements or rights-of-way required to construct theSewer Facilities in the locations described in this Agreement in a timelymanner, the City shall construct the Sewer Facilities along Caron Road withinthe existing City right-of-way between the west boundary of the IRE Land andthe BNSF Rail Line (as defined in Section 8(c) of this Agreement) south tothe intersection of Caron Road and Steward Road, and then east along thesouth side of Steward Road to the east boundary of the Barth Property and thesouth property line of the Yesac Property. In such event, Owner and the City shall reasonably cooperate to agreeupon the final plans relating to the location of such Sewer Facilities.

###  

## **SECTION 8****                              **PUBLICROAD CONSTRUCTION.

##  

### (a)                                  TheCity shall make or cause to be made by July 1, 2004 certain public roadimprovements to Caron Road from the point north of the north right of way lineof Illinois Tollway Authority Interstate Highway 88 where Caron Road is notable to support the travel of vehicle of up to 80,000 pounds each to StewardRoad so as to permit the travel of vehicles of up to 80,000 pounds each,without any limitations on time or frequency of

###  

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### travel; provided,however, if IRE or IRE’s assignee or designee does not enter into an annexationagreement with the City (and grant the required right-of-way required toimprove Caron Road), the City shall not be required to improve Caron Road untilthe City receives the required right-of-way to perform such work (provided thatthe City shall continue to use best efforts to obtain such right-of-way toenable the City to perform such work). The parties anticipate that Ogle County shall make or cause to be madeby December 15, 2003 certain public road improvements to Steward Road fromHighway 251 to the south property line of the Yesac Property (approximately13,130 lineal feet) so as to permit the travel of vehicles of up to 80,000pounds each, without any limitations on time or frequency of travel.  Owner shall reimburse the City for a portionof the costs of the installation of the road improvements as set forth on Exhibit H-1.  Attached hereto as Exhibit H-1and made a part hereof is the layout and cost sharing breakdown for roadimprovements.  In the event that grantsreceived by the City plus contributions made by Owner exceed the actual amountpaid by the City for such improvements, any excess shall be applied to any costthat Owner may incur with respect to the future roadway improvements in thearea of the intersection of Ritchie Road and Steward Road as contemplatedby Ogle County.  The City herebyrepresents that the cost to perform such Steward road improvements has beenestimated by Ogle County to be $633,000 (plus engineering design and inspectioncosts) and the following grant applications have been made

 

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### with respect to such roadimprovements:  (i) a Federal Urban Aidgrant in the amount of $400,000 and (ii) a TARP grant in the amount of$148,000.  As set forth in ExhibitH-1, the total estimated cost of the roadway improvements is $633,000 (ascurrently estimated by the Ogle County), therefore, Owner’s contributiontowards the cost of such improvements will be $172,550, plus engineering designand inspection costs.

###  

### (b)                                 Theportion of Ritchie Road that abuts the Barth Property shall also be improved byOwner, at Owner’s cost, so as to permit the travel of vehicles of up to 80,000pounds each, without any limitations on time or frequency of travel.  The City shall cause 50% of the costsincurred by Owner in improving such portion of Ritchie Road to be paid to Ownerby the land owners adjoining Ritchie Road (collectively commonly known as the“Boyle Property”) at the time each owner receives the right to access RitchieRoad from such property pursuant to a separate recapture agreement entered intobetween the City and Owner.

###  

### (c)                                  Atthe time the applicable portion of the Subject Property is annexed to the City,Owner shall convey and dedicate by quit claim deed to Ogle County, Owner’s feeinterest in a 40 foot right of way from the center of Steward Road along suchportion of the Subject Property (subject to restrictions of record as of thedate hereof).  In addition, at the timethe City or Ogle County reasonably requires such hereinafter described land tobe deeded to Ogle County for purposes of obtaining funding to construct anoverpass for Steward Road over Caron Road and the Burlington Northern Santa Fe

###  

### 23

### 

###  

### (“BNSF”) Railway linealong Caron Road (the “BNSF Rail Line”), Owner shall convey and dedicate byquit claim deed to Ogle County, Owner’s fee interest in an additional 70 footright-of-way (that tapers down to 40 feet) from the 40 feet of previously conveyedright-of-way on the south side of Steward Road from the west boundary line ofthe Noggle Property to a point that is approximately 1,400 feet east of thewest boundary line of the Noggle Property (subject to restrictions of record asof the date hereof).  Such right-of-wayshall be used solely for the purpose of constructing and maintaining suchoverpass and related improvements. Prior to the time that Owner is required to convey such 70 footright-of-way, Owner shall be permitted to construct improvements on suchparcel, provided that Owner removes such improvements at Owner’s cost at thetime of conveyance to the extent required by Ogle County.

###  

### (d)                                 TheCity and Owner acknowledge and agree that if IRE or IRE’s designee or assigneedoes not acquire the IRE Land, the cost of the road improvements for Caron Roaddescribed herein (including, without limitation, costs of acquisition,engineering and other professional costs, and design inspection andconstruction costs) shall be shared equally between the City and Owner (withOwner having the right to recapture all of Owner’s costs from the owner of theportion of the IRE Land currently owned by the Noggle Family LimitedPartnership (when the owner of such land receives the right to access CaronRoad from such property), and City having no right to recapture its costs).

 

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### (e)                                  Atthe same time that Owner dedicates the 70 foot right-of-way described inSection 8(c), Owner shall dedicate to the City by quit claim deed Owner’sfee interest in a 50 to 60 foot right-of-way as shown on Exhibit Eattached hereto.  In addition, at thetime construction of the overpass described in Section 8(c) is completed,Owner shall construct or cause to be constructed roadway improvements equal tothose described in Section 8(a) for the extension of Caron Road from thenorth boundary of the overpass under the overpass and through the NoggleProperty and the Yesac Property to the future South Logistics Way and out toSteward Road, as depicted on Exhibit E attached hereto.

###  

### (f)                                    Owneragrees to convey and dedicate to Ogle County, in a form reasonably acceptableto Ogle County, additional right-of-way on the south side of Steward Road nearthe curve at Ritchie Road, and also south on Steward Road from the curve asshown on the Willett Hoffman drawings included in the Willett Hoffman“Geometric Report Steward Road, Ogle County, Illinois” dated December 13,2002 (and specifically the drawings entitled “Steward Road Geometric Study 2003,sheet 3 of 4, and sheet 4 of 4”), subject to the following:  (i) Owner shall dedicate such land if Owneractually owns such portion of the Subject Property at the time the dedicationis required to be made, and (ii) Owner shall dedicate such land at the timeOgle County commences construction of certain road improvements to be performedby Ogle County at the intersection of Steward Road and Ritchie Road.

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### 

###  

### (g)                                 TheCity acknowledges that no portion of the City’s or IRE’s costs relating to roadimprovements shall be subject to recapture relating to the Subject Property.

###  

## **SECTION 9****                              **STORMWATER MANAGEMENT.

##  

### (a)                                  Stormwater run-off emanating from the Subject Property shall be retained or detainedas requested by the City in accordance with the proposed City storm watermanagement ordinance attached to this Agreement as Exhibit D (in lieu ofthe current City ordinance), as modified by the variances set forth on ExhibitC-3, and in accordance with a storm water management system for the SubjectProperty to be designed in the future. Owner shall pay the City the permit and review fees established by theCity with respect to storm water management to the extent such fees are of generalapplicability to all other owners of industrial property in the City.  Such system shall include all storm watermanagement facilities, including on-site and off-site storm sewers, ifnecessary, and the construction of temporary storm water detention facilitiesand ditches if needed for portions of the Subject Property, all in accordancewith final engineering plans approved by the City.  The City shall approve such plans which conform to the ordinancesof the City existing on the date of this Agreement (provided that with respectto storm water management Owner shall comply with the proposed City storm watermanagement ordinance attached to this Agreement as Exhibit D in lieu ofthe existing City storm

 

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### water managementordinance, as described above) and which otherwise comply with the terms ofthis Agreement.

###  

### (b)                                 TheCity and the Owner acknowledge and agree that storm water detention/retentionareas as and to the extent provided in this Section 9 will be required onthe Subject Property as a part of the overall contemplated development of theSubject Property.  There presentlyexists insufficient information, both concerning the drainage and engineeringrequirements of the Subject Property and concerning the proposed design anddevelopment of future improvements to the Subject Property, for the City andthe Owner to currently specify the size, capacity or location for futuredetention/retention areas, nor can the City and Owner specify at what time, orin connection with which specific portion of the Subject Property or phase offuture development such detention/retention areas (a) will be necessary to thedevelopment of such specific portion of the Subject Property, or (b) while notnecessary, may be designed and constructed by Owner voluntarily at itselection.  Notwithstanding theforegoing, the City agrees that its requirements for detention and/or retentionshall not exceed the requirements in effect as of the date of this Agreement.  Notwithstanding anything contained in thisSection 9 to the contrary, however, the City shall not require, nor shallOwner be compelled to design or construct, off-site detention/retention areasas a condition to approval of improvements to any parcel of the SubjectProperty.

 

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### (c)                                  TheCity acknowledges that the natural flow of runoff water from the Barth Propertyflows into an Illinois Tollway Authority pipe and then discharges into adetention pond located north of Interstate 88 owned by the Flagg-RochelleCommunity Park District.  The partiesacknowledge that a portion of the Subject Property south of Steward Roadcurrently drains south into Steward Creek through drainage provided within theBNSF right-of-way within which the BNSF Rail Line is located (the “BNSFRight-of-Way”).  The City shall use itsbest efforts to acquire prior to the commencement of the City Rail Work (asdefined in Section 12) a 100 foot wide tract of land, currently owned bythe Brossman family, located along the east boundary of the BNSF Right-of-Wayfrom the south boundary of the Yesac Property to beyond the south boundary ofSteward Creek (the “City/Brossman Right-of-Way”), to permit (i) the City toconstruct an extension of the City Rail Line (as defined in theSection 12) in the City/Brossman Right-of-Way (by the deadlines set forthin Section 12), and (ii) such portions of the Subject Property to draininto the drainage ditch that will be located in the City/BrossmanRight-of-Way.  The City and Owner shallreasonably cooperate to obtain from Lee County, the Brush Grove DrainageDistrict or any other applicable governmental authority any permits oragreements that may be necessary to permit the Subject Property to drain intothe City/Brossman Right-of-Way and then into Steward Creek.  At Owner’s request, the City shall grantOwner a commercially reasonable easement in recordable form to

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### 

###  

### carry out the intent ofthis Section.  Owner shall have theright to record such easement against the City/Brossman Right-of-Way.

###  

### (d)                                 Ownerhas agreed to contribute $215,000 to the City in connection with the City’sefforts to accomplish certain regional drainage and offsite detentionobjectives (the “Detention Contribution”). Owner shall pay the Detention Contribution to the City promptly afterCity’s issuance of a full building permit for the construction of Owner’sinitial warehouse facility.

###  

## **SECTION 10****                       **ELECTRICALSERVICE.

##  

### (a)                                  Cityrepresents and warrants that electrical service through the City system isavailable to the Subject Property at a location along Steward Road.  To the extent that secondary transformersare needed to provide electrical service to the Subject Property or anyindividual structure on the Subject Property, the City shall promptly installsuch transformers at its sole expense. Owner shall be permitted to connect to the electrical facilities at nocost in locations that Owner select in their sole discretion, provided Owner’improvement plans conform to all applicable City ordinances in effect as of thedate of this Agreement.  The City agreesto distribute the electrical service overhead throughout the Subject Propertyper the City’s current requirements, and, if requested in writing by Owner andif technologically feasible and in compliance with applicable law, agrees tobury the electrical lines on the Subject Property at the incremental cost ofOwner.

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### 

###  

### (b)                                 TheCity represents that its electrical transmission and substation facilities areof sufficient capacity to serve the current and anticipated development of theSubject Property as set forth on Exhibit I, and shall be available tothe Subject Property for such anticipated usage, with no additional cost toOwner other than usual and customary fees, charges and rates of generalapplicability in the City.  The Cityagrees to provide such electrical service to the Subject Property as and whensuch service is needed for the Subject Property.  The City agrees that any electrical rates that are applicable tousers similar to Owner with comparable levels shall also be available to Owner.

###  

## **SECTION 11****                       **FIBEROPTIC LINE INSTALLATION.

##  

Cityrepresents and warrants that fiber optic service through the City system isavailable along Caron Road north of Interstate 88.  In connection with the annexation and development of the SubjectProperty, the City shall construct sufficient fiber optic lines and capacity(collectively, “Fiber Facilities”) in order to bring fiber optic service to theSubject Property sufficient to service the Subject Property for its anticipateduse and in accordance with City standards. In addition, the City, per the City’s current requirements, shallinstall the Fiber Facilities on the Subject Property in order to distributesuch facilities to the improvements on the Subject Property and if requested byOwner and if technologically feasible and in compliance with applicable law,City agrees to bury the fiber optic lines at the Subject property at theincremental cost of Owner.  Such FiberFacilities shall be constructed either within existing easements or incurrently dedicated right-of-way and to the extent that such easements andrights-of-way are not currently in existence, the City shall obtain sucheasements and rights-of-

 

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way at Owner’s sole cost pursuant to Section 14,subject to the following:  (x) if IRE(as defined in Section 6(c)) or IRE’s designee or assignee enters into anannexation agreement with the City relating to the IRE Land (as defined inSection 6(c)) and acquires the IRE Land, Owner shall not be required topay for any easements that may be required on the IRE Land, (y) the City shallconsult with Owner and obtain Owner’s approval (which shall not be unreasonablywithheld) before acquiring any such easements, and (z) Owner shall have theright to recapture 100% of such easement costs from the owner of the IRE Landat the time the owner of such property taps into the Fiber Facilities.  Owner shall be permitted to connect  to the Fiber Facilities at the standardconnection fee and in locations that Owner selects in its sole discretion,provided Owner’s improvement plans conform to all applicable City ordinances ineffect as of the date of this Agreement. If Owner has an identified user for the Fiber Facilities, the City shallinstall the Fiber Facilities to the applicable portion of the Subject Propertyas soon as reasonably practicable after the Owner’s request (at the City’scost), provided that such installation is economically feasible in the City’sreasonable discretion, taking into consideration the anticipated use of theFiber Facilities by such identified user. If Owner does not have an identified user for the Fiber Facilities butdesires the City to extend the Fiber Facilities to the Subject Property, theCity shall extend the Fiber Facilities to the portion of the Subject Propertyrequested by Owner as soon as reasonably practicable and Owner shall reimbursethe City for the costs of installation. If Owner incurs $10,000.00 or more in costs in causing the City toinstall the Fiber Facilities, all of Owner’s costs shall be recaptured fromproperties located adjacent to the Fiber Facilities extended to the SubjectProperty.  Owner shall recover suchcosts at the time the applicable owner taps into the Fiber Facilities.  If Owner incurs less than $10,000.00 incosts

 

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in causing the Fiber Facilities to be installed, Ownershall not have the right to recapture such costs.

 

## **SECTION 12****                       **RAILSERVICE.

##  

### (a)                                  TheCity shall, at the City’s sole cost, construct an extension of the existingCity railroad track (the “City Rail Line”) from its current termination pointnorth of the north right of way line of Illinois Tollway Authority InterstateHighway 88 to the south right of way line of Illinois Tollway AuthorityInterstate Highway 88 within the dedicated right-of-way shown on thePreliminary Plan of Development and identified thereon as “City Rail Line”.  The City shall then, at its sole cost,construct an extension of the City Rail Line to the south boundary of the YesacProperty within the dedicated right-of-way shown on the Preliminary Plan ofDevelopment and identified thereon as “City Rail Line”.  Upon acquisition of the City/BrossmanRight-of-Way, the City shall then, at its sole cost, construct an extension ofthe City Rail Line from the south boundary of the Yesac Property to the pointthat is approximately 500 lineal feet south of the south boundary of the YesacProperty, within the City/Brossman Right-of-Way shown on the Preliminary Planof Development and identified thereon on “City Rail Line.”  The City’s work described in thisSection shall be described as the “City’s Rail Work”.  The scope of the City’s Rail Work isdescribed on Exhibit J-1 attached hereto and made a part hereof (the“Rail Drawings”).  The City agrees thatit shall perform the City Rail Work extending the City Rail Line to the pointthat 

###  

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### 

###  

### is approximately 500lineal feet south of the south boundary line of the Yesac Property, and subjectto Force Majeure, shall use its best efforts to complete the City Rail Work onor before December 15, 2003.  Aspart of the City’s Rail Work the City shall install switches as set forth onthe Rail Drawings.  The City representsthat the City has requested donations of certain rail equipment from UnionPacific Corporation, including switches. To the extent the City receives a sufficient number of switches toinstall the switches shown on Exhibit J-1, the City shall install suchswitches at Owner’s request and, in such event, Owner shall pay the City$10,000 per switch plus reasonable installation costs.  If the City does not receive a sufficientnumber of switches, or if Owner elects not to acquire the City’s switches,Owner shall be responsible for acquiring the remaining required switches andupon such acquisition the City shall install such switches.  Notwithstanding the foregoing, the Cityacknowledges that the City shall be responsible for acquiring and installing,at the City’s cost, the switch located north of Steward Road shown on ExhibitJ-1.  Except for the switch north ofSteward Road (which shall be owned by the City), upon installation of suchswitches Owner shall be deemed to be the owner of such switches.  Upon completion of plans and specificationsfor the City Rail Work, the City shall deliver such plans and specifications toOwner, for Owner’s review and approval of the switches set forth therein.  Owner shall reimburse the

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###  

### City for all reasonableinstallation costs incurred by the City in installing certain switches for theCity Rail Line as set forth on Exhibit J-1.

###  

### (b)                                 TheCity represents and warrants that provided that IRE or IRE’s designee orassignee has acquired the IRE Land, as of the date of annexation of the SubjectProperty, it will have secured all rights of way necessary to perform theCity’s Rail Work and operate the extension of the City Rail Line uponcompletion thereof.  To the extent thatIRE or IRE’s designee or assignee has not purchased such property as of thedate of annexation of the Subject Property, the City shall use all reasonableefforts to obtain such rights of way to perform the City’s Rail Work and tooperate the extension of the City Rail Line upon completion thereof.  With respect to the portion of the City RailLine that shall cross the IRE Land along the northern boundary of the IRE Landto provide rail access to the Barth Property (the “Barth Rail Line Extension”),if IRE or IRE’s assignee or designee acquires the IRE Land and enters into anannexation agreement with the City, the City shall obtain at the Owner’s cost(without the right to recapture such costs from the owner of the IRE Land ifthe owner of the IRE Land commences construction of an ethanol productionfacility on the IRE Land by December 31, 2003) such right-of-way that isnecessary to install and maintain the Barth Rail Line Extension, subject to thefollowing: (i) the City shall consult with Owner and obtain Owner’s approval(which shall not be unreasonably withheld) before acquiring any suchright-of-way, (ii) Owner shall not be required to pay for such right-

 

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### of-way unless the Cityacquires the right-of-way in connection with Owner’s acquisition anddevelopment of the Barth Property, and (iii) if the owner of the IRE Land failsto commence construction of an ethanol production facility on the IRE Land byDecember 31, 2003, Owner shall have the right to recapture 100% of suchright-of-way costs from the owner of the IRE Land at the time the owner of suchproperty causes a switch to be installed on the Barth Rail Line Extension.  If IRE or IRE’s assignee or designee doesnot acquire the IRE Land or if IRE or IRE’s designee or assignee acquires anyportion of the IRE Land and does not enter into an annexation agreement withthe City, the City shall remain obligated to obtain at the Owner’s cost suchright-of-way that is necessary to install and maintain the Barth Rail LineExtension, subject to the following: (x) the City shall consult with Owner and obtain Owner’s approval (whichshall not be unreasonably withheld) before acquiring any such right-of-way, (y)Owner shall not be required to pay for such right-of-way unless the Cityacquires the right-of-way in connection with Owner’s acquisition anddevelopment of the Barth Property, and (z) Owner shall have the right to recapture100% of such right-of-way costs from the owner of the applicable portion of theIRE Land at the time the owner of such property causes a switch to be installedon the Barth Rail Line Extension.

###  

### (c)                                  Exceptfor Owner’s payments with respect to the “Industrial Track” as defined in theIndustrial Track Agreement to be entered into between the

 

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### parties as described inSection 12(d) below, the City agrees not to impose any fee, tax,assessment or charge of any kind or type as against Owner that is connectedwith, or in any way related to:  (i)Owner’s right to connect to, (ii) Owner’s right to use, or (iii) Owner’s useof, the City Rail Line.  The terms ofthis Section 12 are expressly made binding upon the successors, assignsand transferees of the City whether such successors receive their interest inthe City Rail Line by sale, lease, operating agreement or other transfer of anyright, title or interest in or to the City Rail Line.  The City agrees to execute a recordable memorandum sufficient togive record notice of the agreements set forth in this Section.

###  

### (d)                                 Withinthirty (30) days after the Effective Date, the City and Owner will enter intoan Industrial Track Agreement, containing customary terms, provisions andconditions which are reasonably acceptable to Owner (“Track Agreement”).  Among other things, the Track Agreement willpermit Owner, its successors and assigns, and their respective tenants andlicensees, to send and receive rail cars utilizing the City Rail Line.  During the term of this Agreement, neitherthe City, nor its successors and assigns or their respective tenants andlicensees may charge Owner, its successors and assigns, or their respectivetenants and licensees for such service.  At the request of Owner from time to time, the City shall enterinto separate Track Agreements with Owner’s tenants and licensees for suchservice.

 

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## **SECTION 13****                       **PERFORMANCEOF WORK.

##  

### (a)                                  TheCity’s obligations set forth in Sections 6 through 12 may hereinafter becollectively referred to as the “City’s Work”. The City shall perform the City’s Work in a good and workmanlike anddiligent manner and in accordance with the requirements and plans and specificationsset forth in this Agreement and in accordance with all applicable laws,statutes, ordinances, rules and regulations. The City shall immediately notify Owner if the City becomes aware of anycircumstances that the City anticipates may prevent it from completing theCity’s Work by the applicable completion dates set forth in thisAgreement.  At the written request ofOwner (no more than monthly) the City shall provide Owner with written statusreports with respect to the City’s Work and the estimated completion date ofthe Work.  In addition, upon Owner’srequest, the City shall meet with Owner and any tenants or prospective tenantsof Owner to discuss the status and estimated completion dates of the City’sWork.

###  

### (b)                                 Inthe event City fails to meet the completion dates set forth in this Agreementfor the City’s Work, Owner may provide five days’ written notice to the Citythat it intends to exercise self-help rights and if the City does not cure suchdefault within such five day period, Owner may proceed to cure suchdefault.  Within 30 days after thereceipt of invoices from Owner for the cost of such work, the City shallreimburse Owner for all costs expended by Owner in connection with performingsuch work and in the event that the City does not promptly reimburse Owner such

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### 

###  

### amounts owed shall bearinterest at the rate of 5% per annum after said 30-day period, and Owner mayset-off such amounts owed against amounts it owes the City under this Agreementor otherwise.

###  

## **SECTION 14****                       **DEDICATIONSAND EASEMENTS.

##  

### (a)                                  Atthe time of recordation of a final subdivision plat approval of any phase ofthe development, the Owner shall grant to the City, at no cost to the City,easements reasonably necessary for the construction and maintenance of sanitaryand storm sewers, and construction and maintenance of water or other utilitieswithin the Subject Property at locations designated by the Owner, as approvedby the City in its reasonable discretion. At the time of each subsequent subdivision phase approval, Owner shalldedicate street right-of-way to the City at such locations as the Cityreasonably approves consistent with the Owner’s development plans for theSubject Property.  The City shallreview, inspect and accept the construction of streets, utilities and otherpublic improvements in accordance with the City subdivision regulations ineffect on the date of this Agreement. No land donations other than those specified within this Agreement andthis Section 14 shall be required of Owner.

###  

### (b)                                 Ownershall cause to be granted to the City, at no cost to the City, a 25 footeasement along (i) the north side of the 40 feet of to be conveyed right-of-wayon the north side of Steward Road from the west boundary of

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###  

### the Barth Property to theintersection of Steward Road and Ritchie Road and, if reasonably requiredby the City, from such intersection to the east boundary of the BarthProperty, and (ii) the west side of the 40 feet of to be conveyed right-of-wayon the west side of Steward Road from the northeast corner of the YesacProperty to the south boundary of the Yesac Property (collectively, the“Utility Easement Area”).  The UtilityEasement Area shall be used by the City solely to install and maintain the Cityutility facilities placed therein.  Inaddition, Owner shall cause to be granted to the City, at no cost to the City,a temporary 50 foot construction easement along (i) the north side of the 25foot wide Utility Easement Area described in the previous sentence on the northside of Steward Road from the west boundary of the Barth Property to  the intersection of Steward Road andRitchie Road and, if reasonably required by the City, from suchintersection to the east boundary of the Barth Property, and (ii) the westside of the 25 foot wide Utility Easement Area described in the previoussentence on the west side of Steward Road from the northeast corner of theYesac Property to the south boundary of the Yesac Property (collectively, the“Construction Easement Area”).  TheConstruction Easement Area shall be used by the City solely to construct theSewer Facilities as described in this Agreement.

###  

### (c)                                  Ownershall cause the easements relating to the Utility Easement Area and theConstruction Easement Area to be granted to the City at the time that the Cityreasonably requires such land to construct the Sewer Facilities.

 

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### (d)                                 Ownershall be entitled to take into account the Utility Easement Area inestablishing Owner’s set back and green space requirements under the applicableportions of the City Municipal Code (as modified by Exhibit C-1 and ExhibitC-2 to this Agreement).  Inaddition, Owner shall be permitted to use the Utility Easement Area for allpurposes that are not inconsistent with the rights granted herein.  Without limiting the foregoing, the Ownershall be permitted to install landscaping, berms and pavement over such areas(provided such improvements shall not materially interfere with the operationof the City’s utilities located in such area).

###  

### (e)                                  Priorto causing the easement or easements relating to the Utility Easement Area andthe Construction Easement Area to be granted to the City, the owner of theapplicable portion of the Subject Property and the City shall enter into acommercially reasonable easement agreement governing the City’s use of suchareas.

###  

### (f)                                    Theinstallation, use, maintenance, repair and removal of improvements by the City inthe Utility Easement Area and the Construction Easement Area shall be subjectto the following terms and conditions (in addition to the terms and conditionsto be set forth in the applicable easement agreements):

###  

#### (i)                                     Theplans and specifications of any work to be performed in the Utility EasementArea and Construction Easement Area shall be

####  

#### 40

#### 

####  

#### subject to the applicableowner’s approval, which shall not be unreasonably withheld.

####  

#### (ii)                                  Priorto commencing any work in the Utility Easement Area and the ConstructionEasement Area, the City shall notify the applicable owner and coordinate suchwork with such owner so as to minimize interference with such owner’s use andoccupancy of the Utility Easement Area and the Construction Easement Area.

####  

#### (iii)                               TheCity shall use best efforts not to interfere with the applicable owner’s useand occupancy of the Subject Property in connection with the use, maintenance,repair and removal of improvements in the Utility Easement Areas and theConstruction Easement Area by the City.

####  

#### (iv)                              TheCity shall, at its sole cost and expense, replace any landscaping or asphalt orconcrete pavement on the Subject Property, the Utility Easement Area or theConstruction Easement Area that the City removes, displaces or damages in theexercise of its easement rights in accordance with the terms of this Agreement,with like quality improvements, and shall otherwise restore the SubjectProperty, the Utility Easement Area and the Construction Easement Area tosubstantially the same condition as existed prior to any easement relatedmaintenance or repair work that the City may perform in the exercise of itseasement rights.

 

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#### (v)                                 TheCity shall perform all work relating to the Utility Easement Areas and theConstruction Easement Area in a good and workmanlike manner.

####  

#### (vi)                              Inaddition, if the City causes any damage to the Utility Easement Area or anyother portion of the Subject Property, the City shall promptly repair suchdamage.  The applicable owner shall havethe right to repair any such damage to the Utility Easement Area or theapplicable portion of the Subject Property after reasonable advance notice tothe City (except in the case of an emergency, in which event no advance noticeshall be required) and charge the City for such repairs.  The City shall pay any such repair chargespromptly

####  

### (g)                                 TheCity agrees to indemnify and save the applicable owner harmless from andagainst any and all suits, claims, liabilities, and expenses (including,without limitation, reasonable attorneys’ fees) relating to accidents,injuries, loss, or damage of or to any person or property arising from or inany manner relating to the use by the City of the Utility Easement Area or theConstruction Easement Area or any other portion of the Subject Property.

###  

### (h)                                 Itis hereby expressly agreed that the granting of the Utility Easement Area andthe Construction Easement Area shall be of easements only and that fee simpletitle to the Subject Property, the Utility Easement Area and the

###  

### 42

### 

###  

### Construction EasementArea shall and does remain in the applicable owner.

###  

## **SECTION 15****                       **APPLICABLEMUNICIPAL ORDINANCES

##  

### (a)                                  Notwithstandinganything to the contrary set forth in this Agreement, all presently existingordinances, regulations and codes of the City relating to subdivision controls,zoning subdivision, landscaping and screening, signs, street graphics,appearance, grading, placement of buildings and other structures andimprovements, as modified and varied by the terms of this Annexation Agreement,shall apply to Subject Property for a period of ten years from the date of thisAgreement.  All presently existingordinances, regulations and codes of the City and the proposed City storm watermanagement ordinance attached to this Agreement as Exhibit D relating tostorm water drainage and detention, stream and wetland protection, soil erosionand sediment control, flood way, flood plain and flood fringe protection, andto the building code, health code, safety code, and fire codes, as modified andvaried by the terms of this Annexation Agreement, shall apply to the SubjectProperty for a period of seven years from the date of this Agreement unlessamendment to the aforesaid is mandated by controlling authorities such as theState of Illinois or the Federal Government that pre-empts the authority of theCity or are modifications of the national codes previously adopted by the City.

 

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### (b)                                 If,during the term of this Agreement, any existing, amended, modified or newordinances, codes or regulations affecting the topics described inSection 15(a), are amended or modified in a manner to impose lessrestrictive requirements on development of, construction upon, propertieswithin the City, then the benefit of such less restrictive requirements shallinure to the benefit of the Owner and, anything to the contrary hereinnotwithstanding, Owner may elect to proceed pursuant to the less restrictive ormodification applicable generally to all properties zoned I-2 within the City.

###  

### (c)                                  Subsequentto the expiration of the ten year period described in Section 15(A), theCity shall not amend its ordinances, regulations, and codes relating to stormwater management, storm water drainage and detention, erosion and sedimentcontrol, floodway, flood plain and flood fringe protection or to the buildingcode, health code, safety code and fire code in a manner which treats theSubject Property differently than other property located in I-2 zoningdistricts or which treats property zoned I-2 substantially differently thanother property located in the City zoned I-l or I-3.

###  

## **SECTION 16****                       **EXISTINGWATER AND SEPTIC FACILITIES.

##  

Owner shall be permittedfor a period of five years from the date of annexation to utilize the existingprivate well water supply and septic sewer arrangement on the Subject Property(to the extent permitted by applicable law) for purposes of (a) domesticservice to the existing 

 

44

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residential structure onthe Subject Property; (b) irrigation of the Subject Property for agriculturaland landscaping purposes; and (c) to provide water to any on-sitedetention/retention pond.

 

## **SECTION 17****                       **RECAPTURE.

##  

### (a)                                  Ownerwill incur costs with respect to the construction of water facilities, sewerfacilities and public roads as provided by the terms of this Agreement inexcess of what Owner would have incurred to solely serve the SubjectProperty.  To the extent that any partythat does not own a portion of the Subject Property wishes to connect to any ofsuch facilities after the point where such facilities first cross the SubjectProperty, the City shall charge such parties for such connection and Ownershall receive a recapture fee to reimburse Owner for its excess costs in theamounts and as calculated on the applicable exhibits to this Agreement for theparticular facilities and pursuant to a separate recapture agreement to beentered into within 30 days after the date of this Agreement between the Cityand Owner substantially in the form of the recapture agreement previouslydelivered to Owner by the City.

###  

### (b)                                 Notwithstandinganything to the contrary contained within this Agreement, if only a portion ofthe Yesac Property is acquired by Owner, Yesac shall not be required to pay forany “recapture fee” or other fee as compensation to Owner for extending theutilities through the Yesac Property or improving Steward Road around the YesacProperty.

 

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## **SECTION 18****                       **EXISTINGAND NONCONFORMING USES.

##  

For a period of fiveyears from the date of annexation, any existing or nonconforming uses of theSubject Property will be permitted to continue until that portion of theSubject Property is developed.  Suchuses may not be expanded.  If such usesbecome nonconforming subsequent to the date of this Agreement, such uses maycontinue until that portion of the Subject Property is developed but not longerthan a period of five years from the date such use becomes nonconforming.  The existing farm structure and house on theSubject Property may remain on the Subject Property, notwithstanding anystructures that are nonconforming to the ordinances of the City, and Ownershall have the right to coordinate construction and development of the SubjectProperty from such structures in lieu of, or in addition to, installing aconstruction trailer on the Subject Property. Owner shall maintain such properties in accordance with all applicableCity ordinances relating to public health, safety and welfare.

 

## **SECTION 19**                        PROPERTYTAX ABATEMENT.

##  

Once any portion of theSubject Property is developed and occupied by a third party tenant for itsbusiness operations (the “Trigger Date”), in the event that such developmentcreates ten or more jobs and otherwise qualifies for tax abatement underIllinois law then all real estate taxes levied against such areas of theSubject Property by the City shall be abated in the amount of 90% of such taxin the first full year after the Trigger Date and in the amount of 75% for thesecond full year after the Trigger Date.

 

## **SECTION 20****                       **FEES;DEVELOPMENT CODES; LIMITATION ON SPECIAL SERVICE AREA CREATION; CHANGES TOCODES.

 

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### (a)                                  Fora period of five years, there will be no increases in the City’s current feesfor building permits, plan review, water and sewer tap-ons and similarfees.  Thereafter, Owner shall pay suchfees as are in existence at the time of any development, provided such fees areof general applicability to all other owners of industrial property in theCity.

###  

### (b)                                 Withoutthe consent of the Owner, City shall take no action to designate any portion ofthe Subject Property remaining undeveloped or in its current state ofdevelopment as a Special Service Area for purposes of financing publicimprovements.  Other than as normallylevied against all other property in the City, the City acknowledges that itshall assess no additional fees to the Subject Property for the provision ofpolice and fire protection services.  Noimpact fees are or will be due and owing as to the development of the SubjectProperty.

###  

### (c)                                  TheCity agrees that after the date of this Annexation Agreement it shall take noaction without the consent of the Owner of the applicable property (which maybe withheld in such Owner’s sole discretion) to amend the zoning of the SubjectProperty, the Comprehensive Plan or the subdivision plan or to otherwise totake any action that would materially reduce the benefits and rights granted tothe Owner under this Agreement.

###  

### (d)                                 TheCity acknowledges and agrees that no portion of the City’s or IRE’s costsrelating to road or utility improvements shall be subject to recapture relatingto the Subject Property.

 

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## **SECTION 21****                       **EFFECTIVEDATE; RECORDATION OF CERTAIN DOCUMENTS.

##  

This Agreement shall bein full force and effect upon the date first appearing above.  Upon execution of this Agreement, City shallbe authorized to record this Agreement or a Memorandum hereof, along with theAuthorizing Ordinance and Plat of Annexation, and any other documents necessaryto effect the annexation of the Subject Property to the City.

 

## **SECTION 22****                       **AMENDMENT.

##  

This Agreement sets forthall the promises, inducements, agreements, conditions and understandingsbetween the parties relative to the subject matter thereof, and there are nopromises, inducements, agreements, conditions or understandings, either oral orwritten, express or implied, between them other than are herein set forth.  Except as otherwise provided herein, nosubsequent alteration, amendment, change or addition to this Agreement shall bebinding upon the parties hereto unless authorized in accordance with law andreduced in writing as signed by them.

 

## **SECTION 23****                       **AUTHORIZATIONTO EXECUTE.

##  

Owner represents andwarrants that it is lawfully authorized to execute this Agreement.  The City Mayor and Clerk of the City herebywarrant that they have been lawfully authorized by the City Council of the Cityto execute this Agreement.  The Ownerand City shall deliver upon request to each other copies of all by-laws,partnership agreements, resolutions, ordinances or other documents required tolegally evidence the authority to so execute this Agreement on behalf of therespective parties.

 

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## **SECTION 24****                       **ASSIGNABILITY;RESPONSIBILITY; CONTINUANCE OF OBLIGATIONS.

##  

This Agreement is bindingon the parties, their successors and assigns. In the event a portion of the Subject Property is sold or conveyed atany time during the term of this Agreement, all of the obligations and responsibilitiesof Owner as set forth herein shall devolve upon and be assumed by suchpurchaser, grantee or other assignee, and all of the rights and benefits ofthis Agreement shall inure to such purchaser or grantee with respect to suchportion of the Subject Property.  Ownershall be released from all owner obligations that relate to that portion of theSubject Property being sold or conveyed. Without limiting the foregoing, prior to the annexation of the SubjectProperty to the City, Owner shall have the right, without the City’s, Barth’sor Yesac’s approval, to assign all of its obligations, rights andresponsibilities under this Agreement to another person or entity in connectionwith an assignment of the Yesac Contract (with respect to the Yesac Property)or the Barth Contract (with respect to the Barth Property).

 

## **SECTION 25****                       **TERM.

##  

This Agreement shall runfor a full statutory term of 20 years from the date of annexation of anyportion of the Subject Property.  Untilthe expiration of the term of this Agreement, the City shall not terminate, modify,alter or effect the annexation, zoning or other land use approval made pursuantto this Agreement.

 

## **SECTION 26****                       **NOTICES.

##  

Unless otherwise notifiedin writing, all notices, requests and demands shall be in writing and shall bepersonally delivered to or mailed by certified mail, postage prepaid, returnreceipt requested, as follows:

 
| For the City: | City Manager420 North 6th StreetRochelle, Illinois 61068  |
|---------------|----------------------------------------------------------------|

 

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| With copies to:        | City Attorney420 North 6th StreetRochelle, Illinois 61068                                                                 |
|------------------------|--------------------------------------------------------------------------------------------------------------------------------|
|                   |                                                                                                                           |
| For Yesac:   | Larry and Patricia Casey  12514 Flagg Road  Rochelle, Illinois 61068                                                      |
|                   |                                                                                                                           |
| With Copy to:     | Charles P. Cole, Jr., Esq.  Attorney at Law  104 Oak Court  P.O. Box 24  Rochelle, Illinois 61068                              |
|                   |                                                                                                                           |
| For Barth:             | Ms. Marie Annette Barth  9165 Rt. 38 West  Rochelle, Illinois 61068                                                            |
|                   |                                                                                                                           |
|                   | Ms. Joyce Stocking  3968 E. Pine Rock Road  Oregon, Illinois 61061                                                             |
|                   |                                                                                                                           |
| With copy to:          | Charles P. Cole, Jr., Esq.  Attorney at Law  104 Oak Court  P.O. Box 24  Rochelle, Illinois 61068                              |
|                   |                                                                                                                           |
| For Noggle:            | Noggle Family Limited Partnership  Attn:  Robert Noggle  25862 West Hafen Richter Road  Plainfield, Illinois 60554   |
|                   |                                                                                                                           |
| With copy to:          | Goldsmith, Thelin, Dickson & Brown  Attn: Frederick Dickson, Esq.  2000 W. Galena, Suite 200  Aurora, Illinois 60506  |

 

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| For DP Partners: | DP Industrial LLC  1200 Financial Boulevard  Reno, Nevada 89502  Attn: Aaron Paris, Chief Operating Officer  |
|------------------|-------------------------------------------------------------------------------------------------------------------|
|             |                                                                                                              |
| With copy to:    | Jones Day  77 West Wacker Dr. Suite 3500  Chicago, IL 60601-1692  Attn: Brian L. Sedlak                           |

 

or such other addressesthat any party hereto may designate in writing to the other parties, pursuantto the provisions of this section.

 

## **SECTION 27****                       **FOREIGNTRADE ZONE AND ENTERPRISE ZONE.

##  

The City shall cooperatewith Owner and use all reasonable efforts to assist Owner in obtaining ForeignTrade Zone and Enterprise Zone status for the Subject Property prior to thedate of annexation of the Subject Property. Such efforts shall include, without limitation, authorizing and filingall necessary applications and nominations with the applicable governmentalauthorities in order to obtain Foreign Trade Zone and Enterprise Zone status.

 

## **SECTION 28****                       **RECORDATION.

##  

Immediately after theannexation of the Subject Property, the City shall cause to be recorded alldocuments necessary to effect such annexation fully in the manner required bylaw.  Owner shall cooperate with theCity as may be reasonably necessary to affect such recording.  In addition, at any time after the executionand delivery of this Agreement, Owner may record this Agreement or a memorandumof this Agreement.  In the event thatOwner desires to record a memorandum of this Agreement, the City shall promptlysign any accurate memorandum submitted by Owner.

 

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## **SECTION 29****                       **TIMEPERIODS.

##  

In the event that anytime period for review or approval is reduced by the City on a City-wide basisor with respect to any property within the City to a shorter time period thanset forth herein or normally required by City ordinance, said reduced timeperiod shall be deemed to be the time period for approval or review as the casemay be for any approval required by the Owner.

 

## **SECTION 30****                       **STOPORDERS.

##  

The City will issue nostop order directing work stoppage on buildings or other development on theSubject Property without first setting forth the Section of the buildingregulations allegedly violated by the Owner or their developers, agents,employees or vendors, and the Owner or their developers, agents, employees orvendors may forthwith proceed to correct such violations as may exist andcontinue with the construction of the buildings or development.

 

## **SECTION 31****                       **LEGALFORMALITIES.

##  

At the time of theexecution and delivery of this Agreement by each of the parties hereto and fromtime to time thereafter when requested by the Owner, the City shall cause to beexecuted and delivered on the City’s behalf such certificates and otherevidence (addressed to the Owner and such other addresses as the Owner mayrequest), in form and substance reasonably satisfactory to the Owner, as theOwner may request to represent and evidence further, that all necessary actionshave been taken and all measures and procedures required by applicable stateand local laws, statutes, ordinances, codes and other requirements have beensatisfied in order to authorize the execution and delivery of this Agreement bythe City and the performance of the City of the obligations imposed upon theCity hereunder and that this Agreement is the valid and binding obligations ofthe City, enforceable in accordance with its terms.

 

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## **SECTION 32****                       **STATUSCERTIFICATE.

##  

Upon the request of Ownerfrom time to time during the term of this Agreement, the City shall execute anddeliver to the Owner (or addressed to such other party or parties as Owner mayrequest) a statement in form and substance reasonably satisfactory to the Ownerand such other addressees, to the effect that (a) this Agreement continues infull force and effect, unmodified, in accordance with its terms, and(b) no default, or any event of circumstances which with the passage oftime or giving of notice would become a default, exists with respect to anyparty under this Agreement.

 

## **SECTION 33****                       **CERTIFICATEOF OCCUPANCY.

##  

### (a)                                  TheCity agrees to issue certificates of occupancy for any structures on theSubject Property within five business days of request for final inspection orissue a letter of denial within said period of time informing Ownerspecifically as to what corrections are necessary as a condition to theissuance of a certificate of occupancy and quoting the section of thebuilding regulations relied on by the City in its request for correction.  If, after final inspection or reinspection,the City’s inspector does not request correction of any items, immediateoccupancy of the premises will be allowed, it being understood that the staffprocessing of the certificate may take up to five business days.  Temporary occupancy permits may be issuedwhen adverse weather conditions do not permit outside painting, landscaping,sidewalks, driveways, or final grading for commercial buildings.  Final surfacing of driveways also may bedeferred for weather conditions.  Suchpainting, landscaping, sidewalks, grading, and driveway

###  

### 53

### 

###  

### construction shall beaccomplished or installed as soon as weather permits.  Such additional temporary permits that may be required due toadverse weather conditions shall not be unreasonably withheld or delayed.

###  

### (b)                                 Atthe request of Owner, with respect to each applicable structure on the SubjectProperty the City shall issue a temporary certificate of occupancy for theapplicable structure evidencing that the shell of the structure has beencompleted in accordance with City ordinances. In addition, subject to the satisfaction of all life-safetyrequirements, upon the completion of the shell of any structure, the City allallow perspective tenants to access the structure in order to install tenantimprovements and equipment and in order to perform systems testing.

###  

## **SECTION 34****                       **ASSURANCESBY CITY.

##  

### (a)                                  Inconsideration of the Owner entering into this Agreement, expending substantialtime and funds in the study and implementation of a concept development planfor the Subject Property, and as an inducement for the Owner to proceed todevelop the Property, the City represents and warrants to the Owner that:

###  

#### (i)                                     thecopies of the ordinances, codes, maps and other City laws, regulations andrequirements previously furnished to Owner’s attorneys from the City Manager’soffice are true, correct and complete in all respects and constitute suchordinances, codes, maps and other laws, regulations and requirements as presentlyin

####  

#### 54

#### 

####  

#### effect in the City,except as they may be amended by or pursuant to this Agreement with respect tothe Subject Property as provided herein. Defined terms used in this Agreement with respect to certain of saidordinances, codes, maps and other City laws, regulations and requirements shallhave the meanings ascribed to them on said schedule or as the case may be,in said ordinances, codes, maps and other City laws, regulations andrequirements;

####  

#### (ii)                                  noneof the Subject Property is presently bounded or the subject of any otherannexation agreement (or application for annexation), or other Agreement withthe City or, to the best knowledge of the City, any other governmental entitywith respect to the ownership, use, operation, development or taxation orassessment thereof, any construction hereon, or any infrastructure or publicimprovements or services with respect thereto;

####  

#### (iii)                               theCity has presently in effect or pending no special assessments, charges, leviesor other taxes or any recapture or chargeback agreements or other arrangementsfor the payment of utility, infrastructure or other costs of improvements orother municipal or governmental costs, expenditures or investments to which theSubject Property or any part thereof or its owners are subject or bound thatdoes not generally relate to the City;

 

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#### (iv)                              allstaff reviews, public notices, public hearings and votes required by theprovisions of the Illinois Constitution, the Illinois Municipal Code, Citymunicipal code, the City zoning ordinance and City development code have beenor will be properly performed, given, held or taken as the case may be in orderto execute this Agreement or any agreement or amendment contemplated by thisAgreement; and

####  

#### (v)                                 theCity boundaries are each presently physically contiguous to the SubjectProperty and the Subject Property is not presently within the corporate limitsof any other municipality.

####  

## **SECTION 35****                       **CONDITIONS.

##  

### (a)                                  ThisAgreement is subject to the following conditions: (i) annexation of the SubjectProperty pursuant to Section 2; (ii) rezoning of the Subject Propertypursuant to Section 3, and (iii) amendment of the Comprehensive Planpursuant to Section 4 if necessary, (each a “Condition” and collectively,the “Conditions”).  Each Condition maybe waived in writing in whole or in part only by Owner in its sole and absolutediscretion.

###  

### (b)                                 Theparties agree that this Agreement is effective upon the date of this Agreementbut that the annexation of the Subject Property shall not take place untilOwner purchases the particular property; if such property meets therequirements of annexation pursuant to 65 ILCS 5/11-15.1-1 *et seq*at such time(“Condition Precedent”).  In the eventthat such portion of the

###  

### 56

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### Subject Property does notmeet the requirements of annexation at the time of such purchase, theannexation shall occur when such property does meet the requirement ofannexation.  To the extent that Ownerpurchases less than the entire portion of the Subject Property but at least atotal of 100 acres this Annexation Agreement and the obligations of the partiesshall only apply to the portion of the Subject Property so purchased andannexed.  The Owner acknowledges thatthis Agreement is being entered into at the request of Owner as a condition ofOwner purchasing any portion of the Subject Property, and, as such, all of therights and benefits of this Agreement shall be solely for Owner.  The Consenting Parties agree that they shallnot bring any action under this Agreement (for enforcement, termination orotherwise) without the written consent of Owner, which may be withheld in itssole discretion.  The Owner furtheragrees that this Agreement runs with the land and upon the purchase of aportion of the Subject Property by Owner (or its successors and assigns), theowner of such portion of the Subject Property from whom Owner acquired titleshall have no rights under this Agreement.

###  

## **SECTION 36****                       **DEFAULT/REMEDIES.

##  

If either of the partiesshall default under this Agreement or fail to perform or keep any term orcondition required to be performed or kept by such party, such party shall,upon written notice from the other party, proceed to cure or remedy suchdefault or breach within 30 days after receipt of such notice, provided,however, that in the event such default is not reasonably curable within such30 day period and the defaulting party commences to cure the default within

 

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said 30 day period andproceeds with due diligence to cure the same, such party shall not be deemed tobe in default under this Agreement.  Incase such action is not taken or not diligently pursued or the default orbreach shall not be cured or remedied within the above period, the aggrievedparty may institute such proceedings as may be necessary or desirable in itsopinion to cure and remedy such default or breach including, but not limitedto, proceedings to compel specific performance by the party in default orbreach of its obligation.  The rightsand remedies of the parties, whether provided in law or by this Agreement,shall be cumulative and the exercise by either party by any one or more of suchremedies shall not preclude the exercise by it at the same time or differenttimes.  Any delay by any party ininstituting or prosecuting any action or proceeding shall not operate as awaiver of such right in any way.  Ownerwaive any right to seek disconnection of all or any portion of the SubjectProperty during the term of this Agreement. The parties will cooperate with each other and shall perform allreasonable efforts to remedy any default, act or omission that affects the validityof this Agreement.

 

## **SECTION 37****                       **MISCELLANEOUS.

##  

### (a)                                  Waiver.  No waiver of any condition or provision ofthis Agreement by any party shall be valid unless in writing signed by suchparty.  No such waiver shall be deemedor construed as a waiver of any other or similar provision or of any futureevent, act, or default.

###  

### (b)                                 Computationof Time.  In the computation of anyperiod of time provided for in this Agreement or by law, the day of the act orevent from which such period of time runs shall be excluded, and the last dayof such period shall be included, unless it is a Saturday, Sunday, or legalholiday, in

###  

### 58

### 

###  

### which case theperiod shall be deemed to run until the end of the next business day.

###  

### (c)                                  ForceMajeure.  The term “Force Majeure”as used in this Agreement shall mean any delay in the completion of anyobligation of a party under this Agreement which is attributable to any: (1)actual delay or failure to perform attributable to any strike, lockout or otherlabor or industrial disturbance (whether or not on the part of the employees ofeither party hereto), civil disturbance, future order claiming jurisdiction,act of a public enemy, war, riot, sabotage, blockade, embargo, inability tosecure customary construction materials, supplies or labor in a timely manner;and; (2) delay attributable to lightning, earthquake, fire, storm, hurricane,tornado, flood, washout,  explosion,inclement weather (including, without limitation, frozen ground and precipitation)that prohibits any work or obligations to be performed in a commerciallyreasonable manner pursuant to customary industry standards and techniques, orany other similar cause beyond the reasonable control of the party from whomperformance is required, or any of its contractors or otherrepresentatives.  Any prevention, delayor stoppage due to any Force Majeure shall excuse the performance of the partyaffected for a period of time equal to any such prevention, delay or stoppage(except the obligations of either party to pay money); provided that the partyseeking to benefit from Force Majeure provides written notice to the otherparty within five days after

 

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### the event of ForceMajeure which sets forth the nature and the estimated duration of the delay.

###  

### (d)                                 Headings.  Headings of articles and sections herein arefor convenience of reference only and shall not be construed as part of thisAgreement.

###  

### (e)                                  IllinoisLaw.  This Agreement shall be governedby and construed in accordance with the laws of the State of Illinois.  Jurisdiction and venue shall be exclusivelyin the Circuit Court of Ogle County, Illinois or the United States DistrictCourt for the Northern District of Illinois (Western Division) (if such Federalcourt has appropriate jurisdiction and venue).

###  

### (f)                                    Fees.  In the event any dispute arises hereunder,and litigation or arbitration proceedings are commenced, the prevailing partyshall be entitled to recover from the other party all costs and expensesincurred in connection with such proceedings, including but not limited toreasonable attorneys’ fees and costs.

###  

### (g)                                 NoInterpretation Against the Drafter. In no event shall this Agreement be construed more strongly against anyone person solely because such person or its representative acted as draftsmanhereof, it being acknowledged by the parties hereto that both have beenrepresented by competent legal counsel, that this Agreement has been subject tosubstantial negotiation, and that all parties have contributed substantially tothe preparation of this Agreement.

 

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### (h)                                 Severability.  If any provision of this Agreement is heldinvalid by a court of competent jurisdiction, or in the event such court shalldetermine that the City does not have the power to perform any such provision,such provision shall be deemed to be excised here from and the invaliditythereof shall not affect any of the other provisions contained herein, and suchjudgment or decree shall relieve the respective party from performance undersuch invalid provision of this Agreement.

###  

### (i)                                     Counterparts.  This Agreement may be executed in two ormore counterparts, each of which taken together shall constitute one and thesame instrument.

###  

### (j)                                     ConsentingParties.  Notwithstanding anythingto the contrary contained herein, the parties hereto acknowledge and agree thatthe Consenting Parties are executing this Agreement for convenience only and tocomply with applicable law.  The partieshereto acknowledge and agree that (i) the Consenting Parties shall have noobligations whatsoever with respect to this Agreement, and (ii) no portion ofthe Subject Property shall be burdened in any way whatsoever by this Agreementunless and until Owner purchases any portion of the Subject Property (at whichtime the portion of the Subject Property purchased by Owner shall be subject tothe terms and conditions of this Agreement).

###  

### 61

### 

###  

## **SECTION 38****                       **OWNERCONSTRUCTION COMMITMENT

##  

Owner intends toconstruct industrial warehouses on the Subject Property containing a total ofapproximately 5,000,000 square feet. Owner intends to commence construction of its initial industrialwarehouse, consisting of between approximately 520,000 to 570,000 square feet,at approximately the midpoint of the eastern boundary of the Yesac Propertyadjacent  to Steward Road.  Construction for Owner’s initial facilityshall commence sometime in August 2003, subject to the following threeconditions:  (i) the applicable portionof the Subject Property being annexed to the City, (ii) Owner acquires theNoggle Property and the Yesac Property by August 5, 2003, and (iii) theCity is prompt in issuance of such grading, storm water management, foundationand building permits required for Owner to commence such applicable portions ofwork, after Owner makes such permit submissions to City, in order for Owner tocomplete construction of the shell of such building and secure a certificate ofoccupancy for such work  byMarch 1, 2004.  In all events,Owner’s commitment to commence construction is conditioned upon its closing onthe applicable property under Owner’s existing purchase option agreements.  If annexation does not occur prior to theexpiration of Owner’s purchase and option contracts, Owner does not currentlyhave the ability to extend the deadlines as set forth in these agreements.

 

[SIGNATURE PAGE FOLLOWS]

 

62

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IN WITNESS WHEREOF, the parties hereto have set theirhands and seals as of the date and year first written.

 
|                                | **CITY OF ROCHELLE**                 |
|-------------------------------------|--------------------------------------|
|                                |                                 |
|                                | By:                                  | /s/ Chet Olson |
|                                | Name:                                | Chet Olson |
|                                | Its:                                 | Mayor |
|                                | Date:                                | 7-29-03 |
|                                |                                 |
|                                | **DP INDUSTRIAL, LLC**               |
|                                |                                 |
|                                | DP INDUSTRIAL, LLC                   |
|                                | a Delaware limited liability company |
|                                |                                 |
|                                | By:  DP  Venture Co. LLC,       |
|                                | a Delaware limited liability company |
|                                | Its:  Manager                   |
|                                |                                 |
|                                | By:  DP  Promote Co. LLC,       |
|                                | a Delaware limited liability company |
|                                | Its:Managing Member                  |
|                                |                                 |
|                                | By:                                  |   /s/ Michael  Dermody |
|                                | Name:                                | Michael Dermody |
|                                | Title:                               | Managing Member |
|                                |                                 |
|                                |                                 |
|                                | **YESAC FARMS, L.P.**                |
|                                |                                 |
|                                | By:                                  |    /s/ Larry F. Casey |
|                                | Name:                                | Larry F. Casey |
|                                | Its:                                 |   |
|                                | Date:                                | 7-14-03 |
|                                |                                 |
|                                | By::                                 |    /s/ Patricia E. Casey |
|                                | Name:                                |    Patricia E. Casey |
|                                | Its:                                 |   |
|                                | Date:                                |    7-14-03 |
|                                |                                 |
| (signatures  continue on next page) |
|                                     |                                      |  |  |  |  |  |  |  |  |  |  |  |

 

63

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|   | **MARIE BARTH**                                                                                                     |
|--------|---------------------------------------------------------------------------------------------------------------------|
|   |                                                                                                                |
|   |    /s/ Marie Barth                                                                                             |
|   | Date:                                                                                                               |    7-14-03 |
|   |                                                                                                                |
|   | **JOYCE STOCKING AS TRUSTEE UNDER  THE STOCKING FAMILY TRUST NO. 4-96  UNDER TRUST AGREEMENT DATED JUNE  18, 1996** |
|   |                                                                                                                |
|   | By:                                                                                                                 |    /s/ Joyce Stocking |
|   | Name:                                                                                                               | Joyce Stocking |
|   | Its:                                                                                                                | Owner & Trustee |
|   | Date:                                                                                                               | 7-14-03 |
|   |                                                                                                                |
|   |                                                                                                                |
|   | **NOGGLE FAMILY LIMITED PARTNERSHIP**                                                                               |
|   |                                                                                                                |
|   | By:                                                                                                                 |    /s/ Robert O. Nogle |
|   | Name:                                                                                                               |  Robert O. Nogle |
|   | Its:                                                                                                                |  General Partner |
|   | Date:                                                                                                               |  7-29-03 |
|   |                                                                                                                |
|   |                                                                                                                |
|   | **ELECTOR:**                                                                                                        |
|   |                                                                                                                |
|   | **MARK STOCKING**                                                                                                   |
|   |                                                                                                                |
|   |    /s/ Mark Stocking                                                                                           |
|   | Date:                                                                                                               | 7-14-03 |
|        |                                                                                                                     |  |  |  |  |  |  |  |

 

64

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| STATE OF ILLINOIS |   |
|-------------------|--------|
|              | SS     |
| COUNTY OF OGLE    |   |

 

I, the undersigned, aNotary Public in and for the County and State Aforesaid, do hereby certify thatChet Olson personally known to me to be Mayor of **THE CITY OF ROCHELLE, ILLINOIS**,and personally known to me to be the same person whose name is subscribed tothe foregoing instrument, appeared before me this day in person andacknowledged that he signed and delivered such instrument, in his capacity asMayor of **THECITY OF ROCHELLE, ILLINOIS**, as his free and voluntary act and as thefree and voluntary act and deed of such corporation, for the uses and purposestherein set forth.

 

Givenunder my hand and official seal this 29 day of July, 2003.

 
|   |   /s/ Alan H.  Cooper |
|--------|----------------------------|
|   | Notary  Public             |

 

65

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| STATE OF NEVADA  |   |
|------------------|--------|
|             | SS     |
| COUNTY OF WASHOE |   |

 

I, the undersigned, aNotary Public in and for the County and State Aforesaid, do hereby  certify that Michael C. Dermody personallyknown to me to be Managing Member of **DP INDUSTRIAL, LLC**, and personally known tome to be the same person whose name is subscribed to the foregoing instrument,appeared before me this day in person and acknowledged that he signed anddelivered such instrument, in his capacity as Managing Member of suchcorporation, as his free and voluntary act and as the free and voluntary actand deed of such corporation, for the uses and purposes therein set forth.

 

Givenunder my hand and official seal this 25th day of July, 2003.

 
|   |   /s/ Sharon R. Mills |
|--------|----------------------------|
|   | Notary  Public             |

 

66

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| STATE OF ILLINOIS |   |
|-------------------|--------|
|              | SS     |
| COUNTY OF OGLE    |   |

 

I, the undersigned, aNotary Public in and for the County and State Aforesaid, do hereby certify that**MARIEANNETTE BARTH**, personally known to me to be the same person whosename is subscribed to the foregoing instrument, appeared before me this day inperson and acknowledged that she signed and delivered such instrument, as herfree and voluntary act, for the uses and purposes therein set forth.

 

Givenunder my hand and official seal this 14 day of July, 2003.

 
|   |   /s/ Bonnie J. Moore |
|--------|----------------------------|
|   | Notary  Public             |

 
| STATE OF ILLINOIS |   |
|-------------------|--------|
|              | SS     |
| COUNTY OF OGLE    |   |

 

I, the undersigned, aNotary Public in and for the County and State Aforesaid, do hereby  certify that **JOYCE M. STOCKING** personallyknown to me to be **TRUSTEE UNDER THE PROVISIONS OF A TRUST AGREEMENTDATED THE 18TH DAY OF JUNE, 1996 AND KNOWN AS THE STOCKING FAMILY TRUST NO.4-96,**and personally known to me to be the same person whose name issubscribed to the foregoing instrument, appeared before me this day in personand acknowledged that she signed and delivered such instrument, in her capacityas Trustee of such Trust, as her free and voluntary act and as the free andvoluntary act and deed of such Trust, for the uses and purposes therein setforth.

 

Givenunder my hand and official seal this 14th day of July, 2003.

 
|   |   /s/ Bonnie J. Moore |
|--------|----------------------------|
|   | Notary  Public             |

 

67

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| STATE OF ILLINOIS |   |
|-------------------|--------|
|              | SS     |
| COUNTY OF OGLE    |   |

 

I, the undersigned, aNotary Public in and for the County and State Aforesaid, do hereby  certify that **LARRY F. CASEY** personallyknown to me to be partner in **YESAC FARMS, L.P.,**and personally known tome to be the same person whose name is subscribed to the foregoing instrument,appeared before me this day in person and acknowledged that he signed anddelivered such instrument, in his capacity as partner of such limitedpartnership, as his free and voluntary act and as the free and voluntary actand deed of such limited partnership, for the uses and purposes therein setforth.

 

Givenunder my hand and official seal this 14 day of July, 2003.

 
|   |   /s/ Charles P. Cole Jr. |
|--------|--------------------------------|
|   | Notary  Public                 |

 
| STATE OF ILLINOIS |   |
|-------------------|--------|
|              | SS     |
| COUNTY OF OGLE    |   |

 

I, the undersigned, aNotary Public in and for the County and State Aforesaid, do hereby  certify that **PATRICIA E. CASEY** personallyknown to me to be partner in **YESAC FARMS, L.P.,**and personally known tome to be the same person whose name is subscribed to the foregoing instrument,appeared before me this day in person and acknowledged that she signed anddelivered such instrument, in her capacity as partner of such limitedpartnership, as her free and voluntary act and as the free and voluntary actand deed of such limited partnership, for the uses and purposes therein setforth.

 

Givenunder my hand and official seal this 14 day of July, 2003.

 
|   |   /s/ Charles P. Cole Jr. |
|--------|--------------------------------|
|   | Notary  Public                 |

 

68

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| STATE OF ILLINOIS |   |
|-------------------|--------|
|              | SS     |
| COUNTY OF KANE    |   |

 

I, the undersigned, aNotary Public in and for the County and State Aforesaid, do hereby certify thatRobert Noggle personally known to me to be General Partner of **THE****NOGGLEFAMILY LIMITED PARTNERSHIP,**and personally known to me to be thesame person whose name is subscribed to the foregoing instrument, appearedbefore me this day in person and acknowledged that he/she signed and deliveredsuch instrument, in his/her capacity as General Partner of **THE NOGGLE FAMILY LIMITED PARTNERSHIP**,as his/her free and voluntary act and as the free and voluntary act and deed of**THENOGGLE FAMILY LIMITED PARTNERSHIP**, for the uses and purposes thereinset forth.

 

Givenunder my hand and official seal this 27 day of July, 2003.

 
|   |   /s/ David E. Do |
|--------|------------------------|
|   | Notary  Public         |

 

 
| STATE OF ILLINOIS |   |
|-------------------|--------|
|              | SS     |
| COUNTY OF OGLE    |   |

 

I, the undersigned, aNotary Public in and for the County and State Aforesaid, do hereby  certify that **MARK STOCKING**, personallyknown to me to be the same person whose name is subscribed to the foregoinginstrument, appeared before me this day in person and acknowledged that hesigned and delivered such instrument, as his free and voluntary act, for theuses and purposes therein set forth.

 

Givenunder my hand and official seal this 14 day of July, 2003.

 
|   |   /s/ Bonnie J. Moore |
|--------|----------------------------|
|   | Notary  Public             |

 

69

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**EXHIBIT A-1**

** **

**Legal Description of the Yesac Property**

 

THESOUTHWEST QUARTER SECTION 32, IN TOWNSHIP 40 NORTH, RANGE 2 EAST OF THE THIRDPRINCIPAL MERIDIAN, IN OGLE COUNTY, ILLINOIS, EXCEPTING THE FOLLOWING DESCRIBEDTRACT OF LAND: COMMENCING AT THE NORTHWEST CORNER OF SAID SOUTHWEST QUARTER;THENCE EAST ALONG THE NORTH LINE OF SAID SOUTHWEST QUARTER. 1331.40 FEET TO THEPOINT OF BEGINNING OF THE HEREINAFTER DESCRIBED TRACT OF LAND; THENCECONTINUING EAST ALONG SAID NORTH LINE, 317.06 FEET; THENCE SOUTH 264.00 FEET;THENCE WEST PARALLEL WITH SAID NORTH LINE, 317.06 FEET; THENCE NORTH 264.00FEET TO THE POINT OF BEGINNING. ALSO EXCEPTING THE FOLLOWING DESCRIBED TRACT OFLAND: COMMENCING AT THE NORTHWEST CORNER OF SAID SOUTHWEST QUARTER; THENCE EASTALONG THE NORTH LINE OF SAID SOUTHWEST QUARTER, 1648.46 FEET TO THE POINT OFBEGINNING OF THE HEREINAFTER DESCRIBED TRACT OF LAND; THENCE CONTINUING EASTALONG SAID NORTH LINE, 189.23 FEET; THENCE SOUTH 409.00 FEET; THENCE WESTPARALLEL WITH SAID NORTH LINE, 189.23 FEET; THENCE NORTH 409.00 FEET TO THEPOINT OF BEGINNING, ALL SITUATED IN OGLE COUNTY, ILLINOIS.

 

----

 

**EXHIBIT A-2**

** **

**Legal Description of the Barth Property**

 

That part of the East 1⁄2of the Northwest 1⁄4, and the West 1⁄2 of the Northeast 1⁄4 of Section 32, inTownship 40 North, Range 2 East of the 3rd P.M., in Ogle County,Illinois, lying Southerly of the highway known as the East-West Tollway Extension,EXCEPT 2 tracts described as:

 

TRACT 1:

 

Commencing at theSouthwest corner of the Northeast Quarter of the Northeast Quarter of Section32; thence Northerly on the East line of the West Half of the Northeast Quarterof Section 32, a distance of 322.57 feet, more or less, to the point ofbeginning of the hereinafter described parcel of land, said point right of and110.00 feet perpendicularly distant from the survey line for the public roaddesignated Illinois Tollway Ramp “F”; thence Northwesterly on a line at anangle of 240 degrees 29 minutes 16 seconds as measured counterclockwise fromthe last described course, a distance of 381.89 feet, more or less, to a pointright of and 110.00 feet perpendicularly distant from Station 15+00 on thesurvey line for said Tollway Ramp “F”; thence Northwesterly on a line at anangle of 176 degrees 30 minutes 04 seconds as measured counterclockwise fromthe last described course, a distance of 386.35 feet, more or less, to a pointright of and 75.00 feet radially distant with Station 11+00 on the survey linefor said Tollway Ramp “F”; thence Westerly on a line at an angle of 206 degrees41 minutes 36 seconds as measured counterclockwise from the last describedcourse, a distance of 304.03 feet, more or less, to a point right of and 75.00feet perpendicularly distant from Station 7+60.08 on the survey line for saidTollway Ramp “F”; thence Westerly on a line at an angle of 193 degrees 40minutes 26 seconds as measured counterclockwise from the last described course,a distance of 900.70 feet, more or less, to a point right of and 135.00 feetperpendicularly distant from Station 4135+50 on the survey line for a publicroad designated Illinois Tollway; thence Westerly on a line at an angle of 176degrees 24 minutes 00 seconds as measured counterclockwise from the lastdescribed course, a distance of 100.50 feet, more or less, to a point in theexisting South right of way line of said Tollway, said point right of an on aline perpendicular to Station 4134+50 on the survey line for said Tollway;thence Easterly on the existing South right of way line to a point in the Eastline of the West Half of the Northeast Quarter of Section 32; thence Southerlyon East line of the West Half of the Northwest Quarter of Section 32, a distanceof 635.65 feet, more or less, to the point of beginning.

 

----

 

TRACT 2:

 

Beginning at a pointbeing the center of Section 32; thence Easterly on the South line of the WestHalf of the Northeast quarter of Section 32, at a distance of 1318.25 feet,more or less, to a point of being the Southwest corner of the Southeast Quarterof the Northeast Quarter of Section 32; thence Northerly on the East line ofthe West Half of the Northeast Quarter of Section 32 at an angle of 89 degrees38 minutes 38 seconds as measured clockwise from the last described course, ata distance of 60.00 feet, more or less, to a point left of and 59.74 feetperpendicularly distant from the survey line for a public road designated TR389 (Ritchie Road); thence Westerly on a line at an angle of 90 degrees 33minutes 35 seconds as measured clockwise from the last described course, at adistance of 108.59 feet, more or less, to a point left of and 60.00 feetperpendicularly distant from Station 80+00 on the survey line for said TR 389;thence Westerly on a line at an angle of 178 degrees 16 minutes 54 seconds asmeasured clockwise from the last described course, a distance of 500.22 feet,more or less, to appoint left of and 45.00 feet perpendicularly distant fromStation 75+00 on the survey line for said TR 389; thence Westerly on a line atan angle of 181 degrees 43 minutes 06 seconds as measured clockwise from thelast described course, distance of 716.03 feet, more or less, to a point leftof and 45.00 feet perpendicularly distant from Station 67+84.34 (back tangent)on the survey line for said TR 389; thence Westerly on a line at an angle of179 degrees 31 minutes 45 seconds as measured clockwise from the last describedcourse, at a distance of 384.34 feet, more or less, to a point left of and50.00 feet perpendicularly distant from Station 64+00 on the survey line forsaid TR 389; thence Westerly on a line at an angle of 173 degrees 09 minutes 26seconds as measured clockwise from the last described course, at a distance of100.72 feet, more or less, to a point in the existing North right of way lineof said TR 389; said point left of an on a line perpendicular to Station 63+00on the survey line for said TR 389; thence Southerly on a line at an angle of96 degrees 50 minutes 34 seconds as measured clockwise from the last describedcourse, at a distance of 35.18 feet; more or less, to a point in the South lineof the East Half of the Northwest Quarter of Section 32; thence Easterly withthe South line of the East Half of the Northwest Quarter of Section 32, adistance of 490.90 feet, more or less, the point of beginning.

 

----

 

**EXHIBIT A-3**

** **

**Legal Description of the Noggle Property**

 

PART OF THE SOUTHEAST QUARTER OF SECTION 31 INTOWNSHIP 40 NORTH, RANGE 2 EAST OF THE THIRD PRINCIPLE MERIDIAN, DESCRIBED ASFOLLOWS: BEGINNING AT THE NORTHEAST CORNER OF THE SOUTHEAST QUARTER OF SAIDSECTION 31; THENCE SOUTH 1 DEGREE 01 MINUTES 33 SECONDS EAST ALONG THE EASTLINE OF SAID SOUTHEAST QUARTER, A DISTANCE OF 2651.19 FEET TO THE SOUTHEASTCORNER OF SAID SOUTHEAST QUARTER; THENCE SOUTH 88 DEGREES 43 MINUTES 25 SECONDSWEST ALONG THE SOUTH LINE OF SAID SOUTHEAST QUARTER, A DISTANCE OF 268.57 FEETTO THE EASTERLY RIGHT OF WAY LINE OF THE BURLINGTON NORTHERN RAILROAD; THENCENORTH 16 DEGREES 21 MINUTES 46 SECONDS WEST ALONG SAID EASTERLY RIGHT OF WAYLINE, A DISTANCE OF 2697.35 FEET TO THE BEGINNING OF A SPIRAL CURVE; THENCENORTH 16 DEGREES 40 MINUTES 21 SECONDS WEST ALONG THE CORD OF THE SAID SPIRALCURVE, A DISTANCE OF 47.98 FEET TO THE NORTH LINE OF SAID SOUTHEAST QUARTER;THENCE NORTH 88 DEGREES 41 MINUTES 37 SECONDS EAST ALONG SAID NORTH LINE, ADISTANCE OF 994.96 FEET TO THE POINT OF BEGINNING. (EXCEPT THE WESTERLY 100.00FEET THEREOF), ALL IN DEMENT TOWNSHIP, OGLE COUNTY, ILLINOIS.

 

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**EXHIBIT B**

** **

**Copy of Annexation Petition**

 

 

*See attached.*

 

----

 

***CITY OF ROCHELLE*****Petition for Annexation**

 
| **Petitioner(s):**                    |   | DP Industrial, LLC             |   | Telephone: |   | 630-613-7049 |
|---------------------------------------|--------|--------------------------------|--------|------------|--------|--------------|
| Mailing Address:                      |   | One Lincoln Center, 15th Floor |   | Fax:       |   | 630-613-7001 |
|                                  |   | 18W140 Butterfield Road        |   |       |   |         |
|                                  |   | Oakbrook Terrace, IL 60181     |   |       |   |         |
|                                  |   | Attn:  Dennis Shaw        |   |       |   |         |
| **Petitioner’s Representative:** |   | Brian L. Sedlak, Esq.          |   | Telephone: |   | 312-269-4334 |
| Mailing Address:                      |   | Jones Day                      |   | Fax:       |   | 312-782-8585 |
|                                  |   | 77 W. Wacker, Suite 3500       |   |       |   |         |
|                                  |   | Chicago, IL 60601              |   |       |   |         |

 

1.             ThePetitioner hereby petitions the City of Rochelle for annexation of thefollowing property:

 

a.                                       LegalDescription (**attach** the full legaldescription on 8-1/2 x 11 separate sheet of paper type written) (the“Property”).Proposed SubdivisionName:                                                                                                              

 

Property Tax ID No. 25-32-200-006; 25-32-100-004; 25-32-300-004;25-32-300-005; 25-32-300-006

 

b.                                      Street Address orCommon Location: Near intersection of Steward Road and Caron Road in DementTownship

 

c.                                       Describe reasonfor request/annexation:  Petitioner hasentered into purchase and sale agreements to acquire the Property.  The purchase and sale agreements grantPetitioner the right to file this petition on behalf of the owners of the  Property (provided that the annexation doesnot occur until Petitioner acquires the Property).  The Property is to be annexed to City of Rochelle pursuant toannexation agreement to be entered into between Petitioner and the City of Rochelle.  Zoning must be changed to accommodatePetitioner’s intended use of the Property (for manufacturing, industrialwarehouse and distribution and related uses). Any change in zoning shall be subject to the Property being annexed tothe City of Rochelle and petitioner acquiring the Property. Petitioner hereby states that the following persons and entitiesare the fee owners of record:  (1)Noggle Family Limited Partnership, (2) Yesac Farms, L.P., and (3) MarieAnnette Barth and Joyce M. Stocking as Trustee Under the Provisions of a TrustAgreement Dated the 18th day of June, 1996 and known as the StockingFamily Trust No. 4-96.  The Property isnot situated within the limits of any municipality.  There are no electors residing on the Property except asdescribed on the signature page hereof.

 

d.                                      Property to beannexed is ý is not ocontiguous to the existing corporation limits of the City of Rochelle.

 

e.                                       Size of Lot(square feet or acres):  Approximately302 acres

 

f.                                         ExistingZoning District:  Agricultural

 

g.                                      Property is ois not ý located in a flood plain or flood way.

 

h.                                      Is the proposeduse in conformance with the city’s Comprehensive Plan  ý Yes o No.

 

i.                                          How will theproposed use impact existing and future land uses  Proposed use will positively impact existing and future  land uses. Pursuant to the annexation agreement between the City and Petitioner,utilities will be brought to the site and adjacent parcels and existing roadswill be improved.

 

j.                                          How will the proposed use impact adjacent propertyvalues  Proposed use shouldincrease values from farm land value to industrial property value.  In addition, proposed use will positivelyimpact adjacent properties due to utility and road upgrades to be accomplishedpursuant to annexation agreement.

 

k.                                       The propertywill o will not ýnegatively impact the general public health, safety and welfare.  If yes, please explain.

 

----

 

l.                                          Will thechange conflict with existing conditions or public improvements such asschools, sewer systems, parks, roads, traffic patterns, etc.  ý No  o Yes.  If yes, pleaseexplain.                                         

 

2.                                       The petitionerhas read and completed all of the above information and affirms that it is trueand correct.

 
| **Petitioner:**                                                      | /s/ Dennis Shaw                                                          |   | Date   | April 29, 2003 |
|----------------------------------------------------------------------|--------------------------------------------------------------------------|--------|--------|----------------|
|                                                                 | By:  Dennis Shaw, authorized  representative  of DP Industrial, LLC |   |   |
|                                                                 |                                                                     |   |
| **Petitioner:**                                                      |                                                                     |   | Date   |           |
|                                                                 |                                                                     |   |   |
| Subscribed and sworn to before me  This 29th day of April 2003. | [Seal]                                                                   |
|                                                                 |                                                                     |   |   |
| /s/ Marilyn H. Orlich                                                |                                                                     |   |   |
| Notary Public                                                        |                                                                     |   |
|                                                                      |                                                                          |        |        |                |  |  |  |

 

3.                                       I hereby affirmthat I am the legal owner (or authorized agent or representative – proofattached) of the subject property and authorize the petitioner to pursue thispetition as described above.

 
| **Owner’s Signature:**                                                                                                                                                                                                                                                                  |   |   | Date   |   |
|----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------|--------|--------|--------|--------|
|                                                                                                                                                                                                                                                                                         |   |   |
| **Owner’s Signature:**                                                                                                                                                                                                                                                                  |   |   | Date   |   |
|                                                                                                                                                                                                                                                                                         |   |   |   |
| Subscribed and sworn to before me  This          day of                                 . | Seal   |
|                                                                                                                                                                                                                                                                                         |   |   |   |
|                                                                                                                                                                                                                                                                                         |   |   |   |
| Notary Public                                                                                                                                                                                                                                                                                |   |   |   |
|                                                                                                                                                                                                                                                                                              |        |        |        |        |  |

 

4.                                       I hereby affirmthat I am an elector residing on a portion of the of the subject property andauthorize the petitioner to pursue this petition as described above.

 
| **Elector’s Signature:**                                                  | /s/ Mark Stocking |   | Date   | 4/29/03 |
|--------------------------------------------------------------------------------|-------------------|--------|--------|---------|
|                                                                           |              |   |
| Subscribed and sworn to before me  This 29th day of April 2003. | [Seal]            |
|                                                                           |              |   |   |
| /s/ Judith A. Schermerhorn                                                     |              |   |   |
| Notary Public                                                                  |              |   |   |
|                                                                                |                   |        |        |         |  |  |

 

5.                                       I hereby affirmthat I am the legal owner (or authorized agent or representative – proofattached) of a portion of the subject property and authorize the petitioner topursue this petition as described above.

 
| **Owner’s Signature:**           |                                  |   | Date   | April 30, 2003 |
|---------------------------------------|---------------------------------------|--------|--------|----------------|
|                                  |                                  |   |
| **NOGGLE FAMILY LIMITED PARTNERSHIP** |                                  |
| **BY:**                               | /s/ Robert O. Noggle, General Partner |   |   |           |
|                                       |                                       |        |        |                |  |  |

 

----

 

 
| **NAME:**                                                                      | Robert O. Noggle, General Partner |   |   |   |
|--------------------------------------------------------------------------------|-----------------------------------|--------|--------|--------|
|                                                                           |                              |   |
| Subscribed and sworn to before me  This 30th day of April 2003. | [Seal]                            |   |
|                                                                           |                              |   |   |
| /s/ Pamela D. Carver                                                           |                              |   |   |
| Notary Public                                                                  |                              |   |   |
|                                                                                |                                   |        |        |        |  |  |  |

 

6.                                       I hereby affirmthat I am the legal owner (or authorized agent or representative – proofattached) of a portion of the subject property and authorize the petitioner topursue this petition as described above.

 
| **Owner’s Signature:**                                                    |                                 |   | Date   | 4/30/03 |
|--------------------------------------------------------------------------------|--------------------------------------|--------|--------|---------|
|                                                                           |                                 |   |
| **YESAC FARMS, L.P.**                                                          |                                 |   |
| **BY:**                                                                        |   Larry Casey – Partner    |   |   |    |
| **NAME:**                                                                      |   /s/ Larry Casey               |   |   |    |
| **BY:**                                                                        |   Patricia Casey – Partner |   |   |    |
| **NAME:**                                                                      |   /s/ Patricia Casey            |   |   |    |
|                                                                           |                                 |   |   |    |
| Subscribed and sworn to before me  This 30th day of April 2003. |                                 | [Seal] |
|                                                                           |                                 |   |   |    |
| /s/ Charles P. Cole, Jr.                                                       |                                 |   |   |
| Notary Public                                                                  |                                 |   |   |
|                                                                                |                                      |        |        |         |  |  |  |  |  |

 

7.                                       I hereby affirmthat I am the legal owner (or authorized agent or representative – proofattached) of a portion of the subject property and authorize the petitioner topursue this petition as described above.

 
| **Owner’s signature:**                                                                                                |                  |   | Date   | 05/01/03 |
|----------------------------------------------------------------------------------------------------------------------------|-----------------------|--------|--------|----------|
| /s/ Marie Annette Barth                                                                                                    |                  |   |   |
| **MARIE ANNETTE BARTH**                                                                                                    |                  |   |   |
|                                                                                                                       |                  |   |   |     |
| **JOYCE M. STOCKING AS TRUSTEE UNDER**                                                                                     |                  | Date   |   |
| **THE PROVISIONS OF A TRUST AGREEMENT DATED  THE 18TH DAY OF JUNE, 1996 AND KNOWN AS THE STOCKING FAMILY TRUST  NO. 4-96** |                  |   |   |
|                                                                                                                       |                  |   |   |
| By:                                                                                                                        | /s/ Joyce M. Stocking |   |   |     |
| Name:                                                                                                                      | Joyce M. Stocking     |   |   |     |
| Title:                                                                                                                     | Trustee               |   |   |     |
|                                                                                                                       |                  |   |   |     |
| Subscribed and sworn to before me   This 1st day of May.                                                                   |                  | [Seal] |
|                                                                                                                       |                  |   |   |
| /s/   Janet L. Harvey                                                                                                 |                  |   |   |
| Notary Public                                                                                                              |                  |   |   |
|                                                                                                                            |                       |        |        |          |  |  |  |  |  |

 

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| Subscribed and sworn to before me   This 1st day of May 2003. |   | [Seal] |
|---------------------------------------------------------------|--------|--------|
|                                                          |   |   |   |
| /s/   Nancy L. Guth                                      |   |   |   |
| Notary Public                                                 |   |   |   |

 

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**July 11, 2003**

 

**EXHIBIT C.1**

** **

**Variances to City Code**

 

1.             Section 15.60.080Performance Standards, Paragraph B.2

 

*Bypassdrainage shall be sized as described in Exhibit C.3 #11.*

 

2.             Section 15.60.080Performance Standards, Paragraph D.2

 

*Manholescan be located more than 400-feet apart; base tees and tee connections shall beallowed in lieu of manholes, when the main trunk storm sewer diameter equals orexceeds 54-inches in diameter; as determined by Public Works Director.*

 

3.             Section 15.60.080Performance Standards. Paragraph E

 

*Catchbasins, inlets, and manholes shall be located at all low points and there shallnot be any limit to the size of the contributing drainage area, as long as thecapacity of the structure is adequate to handle the proposed flow.*

 

4.             Section 16.16.040Proposed subdivision design features, Paragraph B.1

 

*Themaximum lengths of blocks shall not apply.*

 

5.             Section 16.16 Table 1URBAN SECTION STREET STANDARDS

 

*Sidewalksshall not be required.*

 

6.             Section 16.20.020Easements, Paragraph A

 

*Easementswill not necessarily be established at the rear or front of each lot, onlywhere required; as determined by Public Works Director.*

 

7.             Section 16.20.040Sewers, Paragraph C

 

*Inletscan be spaced greater than 350-feet; as determined by Public Works Director.*

 

8.             Section 16.20.060Street improvements, Paragraph C

 

*Concretecurb and gutter shall be B6.12 for private streets and drives and B6.18 forpublic streets.*

 

9.             Section 16.20.060Street improvements, Paragraph E

 

*Publicstreets shall be designed with a minimum width of 31-foot back to back and thestructural number shall be based on the amount of traffic. Private streets anddrives shall have a minimum width of 25-feet (back to back) and shall be3-inches of asphalt on 8-inches of stone for light duty*

 

1

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*and4-inches on 10-inches of stone for heavy duty; or a section equivalent instructural number. Intersections shall be designed to accommodate WB-65vehicles.*

 

10.           Section 16.44.050 Citystreets, Paragraph B

 

*Cityshall allow Owner to place binder and surface course at the same time, withoutwaiting a year.*

 

11.           Section 16.44.050 Citystreets, Paragraph C

 

*Cityshall allow Owner to install High Density Polyethylene pipe or A2000 pipe forstorm sewer in lieu of reinforced concrete pipe, except for storm sewer inpublic right-of-ways.*

 

12.           Section 16.44.050 Citystreets, Paragraph D

 

*Inletscan be spaced greater than 350-feet **asdetermined by Public Works Director**.*

 

13.           Section 16.44.050 Citystreets, Paragraph H

 

*See#8.*

 

14.

 

*Deleted.*

 

15.           Section 17.12.020 Siterestrictions, Paragraph A.1

 

*Suitabilityof land for construction shall be determined solely by Owner, subject to Ownercomplying with all other applicable local, state, and federal codes.*

 

16.           Section 17.12.020 Siterestrictions, Paragraph B

 

*Alllots shall have access directly to a public street or indirectly throughprivate ingress and egress easements, but shall not necessarily abut upon apublic street.*

 

17.           Section 17.12.020 Siterestrictions, Paragraph C

 

*Lotsshall be allowed to have partial frontage on a public street.*

 

18.           through 35.

 

*Landscaperelated items. See Exhibit C.2.*

 

36.           Section 17.68.060Off-street parking — Use of facilities, Paragraph B

 

*Driveways wider than 25-feet shall be allowed, to accommodate trucktraffic and truck turning movements.*

 

2

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28 MAY 2003

 

**EXHIBIT C.2**

** **

**Site Development Guidelines**

** **

**Barth, Casey And Noggle PropertiesRochelle, Illinois**

 

Introduction:

 

These DevelopmentGuidelines have been established to serve as a practical reference regardingvarious aspects of planning and landscape improvements within the Park. TheGuidelines are intended to allow for the efficient function of the Park whilemaintaining an attractive, unified appearance for the Owners and Occupants. TheGuidelines are intended to **replace**the standards set forth in Sections 17.44.070, 17.44.090, 17.46, 17.68.130,17.68.150, and 17.68.160 of the City of Rochelle Zoning Ordinances.

 

**1.****     Interior Parkway (FrontYards):**

Per Ordinances...... “Interior parkway planting is required of developmentsin order to achieve two (2) goals: 1) to screen vehicles which may be viewedfrom the public rights of way, and 2) to enhance the image and character of theCity along roadway corridors.”

 

Our Guidelines identify two (2) primary roadway crossections:

 

**A)****           Main Park CollectorRoad:**(Logistics Way North & South)

•                  25’ Setback forParking

•                  50’ Setback forBuildings

Note:                   If the road is **private**, all dimensions are measured fromthe BC If the road is **public** there shallbe a 60’ ROW, and all dimensions are measured from the edge of the ROW.

Sidewalks will not be required.

•                  Parkway treesshall be 2 1⁄2” caliper and planted at 30’ on center.

•                  Parkway treesshall be planted parallel to the roadway and within 15’ from BC.

•                  Within thesetback area a continuous 36” high landscaped berm shall be provided (exceptwhere cross-drainage or overflow routes exist). On the backside of this berm acontinuous hedge shall be planted (installed at 24” and maintained at 36”)parallel to the Collector Rd.

•                  The setback areashall be fully seeded or sodded, except where otherwise planted.

 

**[Drawing of Main Park Collector Road]**

 

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**B)****           Secondary ParkPerimeter Drive:** (Distribution Way and Supply Chain Dr)

•                  15’ Setback forParking

•                  35’ Setback forBuildings

Note:                   If the road is **private**, all dimensions are measured fromthe BC If the road is **public** there shallbe a 60’ ROW, and all dimensions are measured from the edge of the ROW.Sidewalks will not be required.

•                  Parkway treesshall be 2 1⁄2” caliper and planted at 50’ on center.

•                  Parkway treesshall be planted parallel to the roadway and within 10’ from BC

•                  Within thesetback area a continuous 24” high landscaped berm shall be provided (exceptwhere cross-drainage or overflow routes exist).

•                  Security fencingis allowed within the setback area provided it is located at least 10’ from theroadway, and supplemental landscaping is provided.

•                  The setback areashall be fully seeded or sodded, except where otherwise planted.

•                  Where aSecondary Park Perimeter Drive is immediately adjacent to a perimeter bufferthere shall be no setback (15’ buffer) required on the perimeter side.

 

 

**[Drawing of Secondary Park Perimeter Drive]**

 

 

**2.****              Buffer Yards (OverallSite Perimeters):**

Per Ordinance...... “All developments shall create a substantial bufferbetween land uses promoting a sense of privacy and security. Buffers may becomposed of landscape plantings, earth berming and screen fencing as requiredfor intended land use.”

 

Our Guidelines identify three (3) buffer yard types:

 

**A)****           Residential Buffer:**

•                  50’ WideLandscape Buffer – Bermed 6’

•                  A continuous 6’tall wood fence (75% opaque) shall be installed along the ridgeline of theberm.

•                  There shall bethree (3)– 2 1⁄2” caliper trees provided for every 100 LF of the buffer. Spacingof the trees may vary based on design intent.

•                  Up to 50% ofthese trees may be ornamental or evergreen

•                  There shall beten (10) – 30” shrubs provided for every 100 LF of the buffer.

•                  A **majority** of all required plantings arerequired to be placed on the **residential side**of the fence.

 

2

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**A)****           Residential Buffer(continued):**

 

 

**[Drawing of Residential Buffer]**

 

 

**B)****           Primary Buffer:**

(These buffers are used along 1-88, Steward and Ritchie Roads)

 

•                  LandscapedBuffer’s shall have an average width of 50’ — Bermed 5’ — 8’ high; averagewidth to be determined by measuring the buffer area and dividing by the lengthof the buffer.

Exceptions:

a.               Adjacent to the Steward Rd. overpass,the buffer shall begin at the right-of-way line (40 feet from the centerline)and part or all of the buffer area may consist of embankment for the overpass.

b.              Adjacent to the 1-88 ROW, the buffershall have an average width of 40’ and a minimum width of 20’.

•                  1 Shade Tree, 21⁄2” caliper per 70 L.F. of buffer

•                  In lieu of shadetrees, 3 ornamental or evergreen trees, 6’ tall may be substituted for every 70L.F. of buffer (plantings may be linear or grouped to achieve design intent)

 

 

**[Drawing of Primary Buffer]**

 

3

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**C)****           Secondary Buffer:**

(These buffers are used along detention basins)

 

•                  LandscapedBuffer’s shall have an average width of 30’, measured from the property line orright-of-way line to the normal water line.

•                  1 Shade Tree, 21⁄2” caliper per 100 L.F. of buffer

•                  In lieu of shadetrees, 2 ornamental or evergreen trees, 6’ tall may be substituted for every100 L.F. of buffer (plantings may be linear or grouped to achieve designintent)

•                  Note: In areaswhere required buffers overlap, the most restrictive requirement shall be used.These requirements are not cumulative.

 

**3.****              Parking Lots:**

Per Ordinance......  “Off-streetparking areas shall not be allowed to dominate the image of any development.Parking lots servicing all districts shall be lighted and landscaped. Parkinglot plantings are intended to provide screening, shade, subdivide space, andreduce glare and heat from pavement surfaces by meeting the following standards:”

•                  Landscapingshall be provided within all parking lots containing 20 or more spaces.

•                  Each parkingrow, regardless of its length, shall have a landscaped island at each end.Islands may be omitted to the extent necessary to ensure conformance with therequired number of off street parking spaces.

•                  All parking lotsrequire 1 island per 20 spaces

•                  Islands shall becontained by concrete curbs and fully constructed of topsoil

•                  Islands shallhave a minimum width of 7’ back to back and a length equal to the length of theparking stall.

•                  All islandsshall be crowned 18” and planted with turf or other plantings

•                  Each islandshall be planted with one, 3” caliper shade tree

•                  Overall, thereshall be a minimum total quantity of one, 3” caliper shade tree for every (10)parking spaces.

•                  Areas usedprimarily for truck loading, trailer parking or rail function shall be exemptfrom the requirements of this section.

•                  Parking lotsetbacks: Except as previously stated for the main park collector road andsecondary park perimeter drive, parking lot setbacks shall be 10’ from any sideyard or rear yard property line (except where a shared-use condition exists).

•                  Shared-useconditions: There shall be no setback required for shared-use conditions suchas common truck courts, rail lines or shares access driveways, including truckcourts which are separated by a security fence. In addition, no setback shallbe required for a parking lot, truck court, or driveway when adjacent to astormwater retention or detention facility.

•                  Parking will beprovided based on the total area of the building as follows:

Office:  4-spaces for every 1,000 square feet offloor area.

Warehousing/Manufacturing:  1-space for every 8,000 square feet of floorarea. Up to 50% of the required parking may be landbanked.

 

4

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**4.****              Site Interior(Foundation Plantings):**

Per Ordinance...... “Site interior landscaping shall utilize plantmaterials, earth berming and other elements to screen and aesthetically enhancethe site and building(s).”

 

•                  A minimum five(5’) foot wide landscape area shall be provided along one hundred percent(100%) of building walls (excluding driveways, loading docks, entrance areas,patios and decks). This landscape area shall be planted or turf.

•                  Adjacent to all **office**areas, one hundred percent (100%) ofthis landscape area shall be planted with a mixture of ornamental and evergreentrees, shrubs, groundcover and turf.

•                  Recognizing thatshrubbery or other low plantings are ineffective in softening large, long wallsections the following shall apply to **non-office**wall landscape areas:

Three (3) columnar shade trees, 2 1⁄2” caliper or five (5) uprightornamental trees, 6’ in tightly planted groups every 150 L.F. (Species selection based on orientation and exposure)

 

 

**[Drawing of Site Interior]**

 

 

**5.****              Mechanical EquipmentScreening:**

•                  All groundlevel; external mechanical equipment shall be screened when visible from aprimary or secondary road.

 

**6.****              Detention Basins andRetention Ponds:**

•                  Basin shall belandscaped with shade, ornamental, and evergreen trees. Trees shall be plantedin groupings to break up the mass, expanse and long slopes of the basins.Shrubs and perennials may be used where appropriate. All materials selectedmust withstand the moisture levels or inundation periods anticipated.

 

5

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**7.****              Park Signage:**

 

**A)****           Main Park MonumentSigns (Optional):**

(Located at main park collector road entrances at I-88 and StewardRoad)

 

This sign would be a large and architecturally significant entity whichidentifies and creates character for the park. The area around the sign will serve as a gateway to the park and beextensively landscaped.

 

 

**[Drawing of Main Park Monument Signs]**

 

 

**7.****              Park Signage (continued):**

 

**B)****           Secondary Entrance andDirectional Signs:**

 

Consistent with the style and character of the main park monumentsigns, but smaller in size and scale. The Secondary Entrance signs wouldprovide identity, orientation and direction. Landscaping around these signswould be clean and consistent – featuring a few large trees with low evergreenand perennial plantings.

 

 

**[Drawing of Secondary Entrance andDirectional Signs]**

 

6

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**8.****              Open Space:**

 

The overall minimum open space for the park shall be 15%, including anystormwater retention and detention areas. The minimum open space requirementfor an individual lot shall be 7.5%.

 

**9.****              Tree Preservation:**

 

A tree preservation plan indicating existing trees on the propertyshall be submitted to the City, however developer will have no obligation toreplace any existing trees which cannot be preserved.

 

*** End of Development Guidelines ***

 

7

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**Conceptual Site PlanSite Development Guidelines Exhibit**

 

 

[Drawing of Site Plan]

 

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July 11, 2003

 

**EXHIBIT C.3**

** **

**Variances toProposed Comprehensive Stormwater Management OrdinanceCity of Rochelle, Illinois**

 

1.             Section 400.0Drainage Permit Requirements (Ogle County Ordinance)

 

***Variance request withdrawn.****Advanced Drainage Plan submittal requirements shallnot apply to this development.*

 

2.             Section 500.0Minimization of Increases in Runoff Volumes and Rates (Ogle County Ordinance)

 

***Variance request withdrawn.****Drainage plan submittals will not include anevaluation of site design features 1, 2, 3, and 4.*

 

3.             Section 600.0 WaterQuality and Multiple Uses (Ogle County Ordinance) or Section 201 c.3 (City ofRochelle Ordinance)

 

***Variance request withdrawn.****Retention and infiltration of stormwater will not beincorporated into the property’s drainage system.*

 

4.             Section 703.1 DesignMethodologies (Ogle County Ordinance)

 

***Variance request withdrawn.****Runoff hydrograph methods will only be used for anyproperty in a Flood Prone Area (located in a 100-year floodplain as defined ona Flood Insurance Rate Map) and for detention basin design.*

 

5.             Section 705.1 WetBasin Depths (Ogle County Ordinance)

 

***Variance request withdrawn.****Wet basins shall be allowed to have a minimum depthof 6 to 12 inches to support wetland vegetation.*

 

*Thereshall be no restriction on the depth measured from the normal water level tothe high water level.*

 

*Pipeinverts below the normal water level shall be allowed.*

 

1

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6.             Section 705.2 WetBasin Shoreline Slopes (Ogle County Ordinance)

 

***Variance request withdrawn.****Wet basins shall be allowed to have side slopesabove the normal pool elevation of 4 to 1 (horizontal to vertical).*

 

7.             Section 710.1 Streets(Ogle County Ordinance) or Section 202 d.9 (City of Rochelle Ordinance)

 

***Variance request withdrawn.****Ponding depths shall be allowed up to 1-inch overtop of curb.*

 

8.             Section 710.2 ParkingLots (Ogle County Ordinance) or Section 202 d.10 (City of Rochelle Ordinance)

 

*Pondingdepths shall be allowed up to 12-inches maximum.*

 

9.             Section 711.0Infiltration Practices (Ogle County Ordinance) or Section 201 c.6 (City ofRochelle Ordinance)

 

***Variance request withdrawn.****This section shall not apply to this development.*

 

10.           Section 711.1 VegetatedFilter Strips and Swales (Ogle County Ordinance) or Section 201 c.6 (City ofRochelle Ordinance)

 

***Variance request withdrawn.****This section shall not apply to this development.*

 

11.           Section 800.0Accommodating Flows From Upstream Tributary Areas (Ogle County Ordinance) orSection 204 (City of Rochelle Ordinance)

 

*Ownerwill provide stormwater detention storage volume for their property only. Anyareas tributary to the development shall provide stormwater detention storagein accordance with the applicable ordinance. Tributary flows calculated at 0.2cfs per acre of tributary area will be conveyed through the development’s stormsewer system and detention basins.*

 

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**EXHIBIT D**

**Proposed City Of Rochelle Storm WaterManagement Ordinance**

 

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**COMPREHENSIVE**

** **

**STORMWATER**

** **

**MANAGEMENT**

** **

**ORDINANCE**

 

 

City of Rochelle, Illinois

 

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**TABLE OF CONTENTS**

 
| ARTICLE 1 – AUTHORITY, PURPOSE, AND  DEFINITIONS                    |                                                     |
|--------------------------------------------------------------------------|----------------------------------------------------------|
| 100.                                                                     | Statutory  authority                                     |   |
| 101.                                                                     | Purposes of this ordinance                               |   |
| 102.                                                                     | Definitions                                              |   |
|                                                                     |                                                     |   |
| ARTICLE  2 – REQUIREMENTS FOR STORMWATER MANAGEMENT                 |                                                     |
| 200.                                                                     | General  Information                                     |   |
| 201.                                                                     | General stormwater  requirements                         |   |
| 202.                                                                     | Site  runoff requirements.                               |   |
| 203.                                                                     | Site runoff storage  requirements (detention/retention)  |   |
| 204.                                                                     | Accommodating  flows from upstream tributary areas       |   |
|                                                                     |                                                     |   |
| ARTICLE 3 –  EROSION AND SEDIMENT CONTROL                           |                                                     |
| 300.                                                                     | Erosion  and Sediment Control                            |   |
|                                                                     |                                                     |   |
| ARTICLE  4 – PROTECTION OF SPECIAL MANAGEMENT AREAS                 |                                                     |
| 400.                                                                     | Disclaimer                                               |   |
| 401.                                                                     | Statewide  and regional permits                          |   |
| 402.                                                                     | Floodplain  Management                                   |   |
| 403.                                                                     | Wetlands and  depressional storage areas                 |   |
|                                                                     |                                                     |   |
| ARTICLE  5 – REQUIRED SUBMITTALS FOR STORM WATER MANAGEMENT PERMITS |                                                     |
| 500.                                                                     | General  requirements                                    |   |
| 501.                                                                     | Duration and revision  of permits                        |   |
| 502.                                                                     | Application and  project overview                        |   |
| 503.                                                                     | Required  submittals                                     |   |
| 504.                                                                     | Stormwater  submittal                                    |   |
| 505.                                                                     | Floodplain  submittal                                    |   |
| 506.                                                                     | Wetland submittal                                        |   |
| 507.                                                                     | Record drawings                                          |   |
|                                                                     |                                                     |   |
| ARTICLE 6 – LONG TERM  MAINTENANCE                                  |                                                     |
| 600.                                                                     | Long term maintenance                                    |   |
| 601.                                                                     | Transfer  to permitting authority or other public entity |   |
| 602.                                                                     | Transfer  to homeowner’s of similar association     |   |
| 603.                                                                     | Conveyance to one or  more persons                       |   |
| 604.                                                                     | Maintenance  agreement                                   |   |
|                                                                     |                                                     |   |
| ARTICLE 7 –  ENFORCEMENT AND PENALTIES                              |                                                     |
| 700.                                                                     | Inspection and  maintenance authority                    |   |
| 701.                                                                     | Required  inspections                                    |   |
| 702.                                                                     | Offenses                                                 |   |
| 703.                                                                     | Offenses  – penalties; remedies                     |   |
|                                                                     |                                                     |   |
| ARTICLE 8 – GENERAL  PROVISIONS                                     |                                                     |

 

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| 800.                                           | Scope of  regulation                 |   |
|------------------------------------------------|--------------------------------------|--------|
| 801.                                           | Exemptions                           |   |
| 802.                                           | Interpretation                       |   |
| 803.                                           | Warning  and disclaimer of liability |   |
| 804.                                           | Severability                         |   |
| 805.                                           | Effective Date                       |   |
|                                           |                                 |   |
| ARTICLE 9 – ADMINISTRATION                |                                 |
| 900.                                           | Enforcement                          |   |
| 901.                                           | Inspections                          |   |
| 902.                                           | Service                              |   |
|                                           |                                 |   |
| ARTICLE 10 –  SECURITIES AND FEES         |                                 |
| 1000.                                          | General security  requirements       |   |
| 1001.                                          | Plan review fee                      |   |
| 1002.                                          | Development  security                |   |
| 1003.                                          | Construction Inspection Fee          |   |
|                                           |                                 |   |
| ARTICLE  11 FEE-IN-LIEU OF SITE RUNOFF STORAGE |                                 |
| 1100.                                          | Fee-in-lieu of site  runoff storage  |   |

 

3

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# **ARTICLE1****– AUTHORITY, PURPOSE, AND DEFINITIONS**

## **100.****        Statutory authority**

##  

### (a)                                  Thisordinance shall be known and may be cited, as the City of Rochelle StormwaterManagement Ordinance.

###  

### (b)                                 TheCity of Rochelle City Council adopts this ordinance pursuant to its authorityto regulate stormwater management and govern the location, width, course, andrelease rate of all stormwater runoff channels, conduits, streams, and basinsin the City. This ordinance is enacted pursuant to the police powers granted tothe City of Rochelle by the Illinois Compiled Statutes (Chapter 55, Sections5/5-1041).

###  

## **101.****        Purposes of this ordinance**

##  

### (a)                                  Theprincipal purpose of this ordinance is to promote effective, equitable,acceptable, and legal stormwater management measures by establishing reasonablerules and regulations for development. Other purpose of this ordinance include—

###  

#### (1)                                  managingand mitigating the effects of urbanization on stormwater drainage throughoutthe City of Rochelle through planning, appropriate engineering practices, andproper maintenance;

####  

#### (2)                                  protectingthe public health safety and reducing the potential for loss of human life andproperty from flood damage;

####  

#### (3)                                  protectingthe public from degradation of water quality;

####  

#### (4)                                  controllingsediment and erosion in and from stormwater facilities, development, andconstruction sites and reducing and repairing streambank erosion;

####  

#### (5)                                  requiringplanning for new development to provide for water resource management, takinginto account natural features such as vegetation, wildlife, waterways,wetlands, and topography in order to reduce the probability that newdevelopment will create unstable conditions susceptible to erosion or degradethe quality of ground and surface waters;

####  

#### (6)                                  reduceflood damage by requiring appropriate and adequate provisions for site runoffcontrol, especially when the land is developed with a large amount ofimpervious surface;

####  

#### (7)                                  encouragingthe use of stormwater storage and infiltration of stormwater in preference tostormwater conveyance;

####  

#### (8)                                  lesseningthe taxpayer’s burden for flood-related disasters, repairs to flood-damagedpublic facilities and utilities, and flood rescue and relief operations causedby increased stormwater runoff quantities from new development andredevelopment,

####  

#### (9)                                  protectingand improving surface water quality and promoting beneficial uses of ponds,lakes, wetlands, and streams by reducing point source and non-point sourcedischarges of pollutants;

####  

#### (10)                            requiringregular, planned maintenance of stormwater management facilities;

 

4

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#### (11)                            requiringcontrol of stormwater quality at the most site-specific level and preventingunauthorized or unmitigated discharge of flow offsite; and

####  

#### (12)                            requiringstrict compliance with and enforcement of this ordinance.

####  

## **102.****        Definitions**

##  

In this ordinance**–**

 

### (a)                                  **Administrator**means the person designatedby the City of Rochelle to administer and enforce this ordinance, typically theDirector of Public Works or his duly authorized representative;

###  

### (b)                                 **agricultural land**means land predominantlyused for agricultural purposes;

###  

### (c)                                  **allowable peak discharge**means the rate offlow allowed to escape beyond the confines of the property;

###  

### (d)                                 **applicable engineering practice**meansprocedures, methods, or materials recommended in standard engineering textbooksor references as suitable for the intended purpose;

###  

### (e)                                  **applicant**means any person who submits anapplication under this ordinance;

###  

### (f)                                    **base flood**means the flood having aone-percent probability of being equaled or exceeded in a given year (100-yearevent);

###  

### (g)                                 **BFE** or **baseflood elevation**means the highest water surface elevation that canbe expected during the base flood;

###  

### (h)                                 **BMP** or **bestmanagement practices**means a measure used to control the adversestormwater related effects of development, and includes structural devices (forexample, swales. Filter strips, infiltration trenches, and site runoff storagebasins), designed to remove pollutants, reduce runoff rates and volumes, andprotect aquatic habitats, and nonstructural approaches, such as publiceducation efforts to prevent the dumping of household chemicals into stormdrams;

###  

### (i)                                     **building**means a structure that isprincipally aboveground and is enclosed by walls and a roof; a buildingincludes a gas or liquid storage tank, a manufactured home, or prefabricatedbuilding;

###  

### (j)                                     **buffer**means an area of predominantlydeeply rooted native vegetative land adjacent to channels, wetlands, lakes,ponds, rivers, or streams for the purpose of stabilizing banks, reducingcontaminants, including sediments, in stormwater that flows to such areas;

###  

### (k)                                  **Bulletin 71**means *Rainfall Frequency Atlas of the Midwest*,by Floyd A.. Huff and James R. Angel of the Illinois State Water Survey (1992);

###  

### (l)                                     **channel**means any river, stream, creek, brook,branch, natural or artificial depression, ponded area, flowage, slough, ditch,conduit, culvert, gully, ravine, wash, or natural or manmade drainageway whichhas a definite bad and bank or shoreline, in or onto which surface,groundwater, effluent, or industrial discharges flow;

###  

### (m)                               **channel modification**means alteration of achannel by changing the physical dimensions or materials of its beds or banks,and includes damming, rip-rapping (or

 

5

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### other armoring),widening, deepening, straightening, relocating, lining, and significant removalof bottom or woody rooted vegetation, but does not include clearing of debrisor removal of trash or dredging to previously documented elevations andsideslopes;

###  

### (n)                                 **City** means the City of Rochelle, Illinoisor its representatives;

###  

### (o)                                 **compensatory storage**means an excavated,hydrologically and hydraulically equivalent volume of storage created to offsetthe loss of existing flood storage;

###  

### (p)                                 **control structure**means a structuredesigned to control the rate of flow that passes through the structure given aspecific upstream and downstream water surface elevation,

###  

### (q)                                 **critical duration**means the duration of astorm event that results in the greatest peak runoff;

###  

### (r)                                    **dam**means any obstruction, wall embankment,or barrier, together with any abutments and appurtenant works, constructed tostore or divert water or to create a pool (not including underground waterstorage tanks);

###  

### (s)                                  **depressional storage**means the volume containedbelow a closed contour on a one-foot contour interval topographical map, theupper elevation of which is determined by the invert of a surface gravityoutlet;

###  

### (t)                                    **detention facility**means a facility whichstores stormwater runoff with a gravity release;

###  

### (u)                                 **developer**means a person who creates orcauses a development;

###  

### (v)                                 **development**means any manmade change to theland and includes**—**

###  

#### (1)                                  preparationof a plat of subdivision for three (3) or more parcels;

####  

#### (2)                                  theconstruction, reconstruction, repair, or replacement of a building or anaddition to a building;

####  

#### (3)                                  redevelopmentof a site for commercial and/or industrial purposes;

####  

#### (4)                                  theinstallation of utilities, construction of roads, bridges, or similar projects;

####  

#### (5)                                  drillingand mining;

####  

#### (6)                                  theconstruction of levees, walls, fences, dams, or culverts;

####  

#### (7)                                  channelmodifications, filling, dredging, grading, excavating, paving, or othernonagricultural alterations of the ground surface;

####  

#### (8)                                  thestorage of materials and the deposit of solid or liquid waste;

####  

#### (9)                                  anywetland impact; and

####  

#### (10)                            anyother activity of man that might change the direction, height, or velocity offlood or surface waters, including the extensive removal of vegetation;

 

development, however, does not include**–**

 

6

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#### (11)                            maintenanceof existing buildings and facilities, such as re-roofing or resurfacing ofroads where there is no increase in elevation;

####  

#### (12)                            foragricultural uses, maintenance of existing drainage systems for the limitedpurpose of maintaining cultivated areas and crop production; or

####  

#### (13)                            foragricultural uses, improvements undertaken pursuant to a written NRCSconservation plan;

####  

### (w)                               **drainage area**means the land area above agiven point that may contribute runoff flow at the point from rainfall;

###  

### (x)                                   **erosion**means the process whereby soil isdetached by the action of water or wind;

###  

### (y)                                 **flood**means a general and temporarycondition of partial or complete inundation or normally dry land areas fromoverflow or inland or tidal ways or the unusual and rapid accumulation ofrunoff or surface waters from any source;

###  

### (z)                                   **flood frequency**means a frequency normallyexpressed as a period of years, based upon a percent chance of occurrence inany given year from statistical analysis, during which a flood of a statedmagnitude may be expected to be equaled or exceeded, as in the two-year floodfrequency has a 50% chance of occurrence in any given year and the 100-yearflood frequency has a 1% chance of occurrence in any given year;

###  

### (aa)                            **flood fringe**means that portion of thefloodplain outside of the designated floodway;

###  

### (bb)                          **floodplain**means that land typicallyadjacent to a body of water with ground surface elevations at or below the baseflood or the 100-year frequency flood elevation;

###  

### (cc)                            **floodway**or **designated floodway**means the channel, on-stream lakes andthat portion of the floodplain adjacent to a stream or channel which is neededto store and convey the critical duration 100-year frequency flood dischargewith no more than a 0.1 foot increase in flood stage due to the loss of floodconveyance or storage, and no more than a 10% increase in velocities;

###  

### (dd)                          **floodway conveyance**means the measure ofthe flow carrying capacity of the floodway section;

###  

### (ee)                            **freeboard**means the increment of heightadded to the 100-year design water surface elevation to provide a factor ofsafety for uncertainties in calculations, unknown local conditions, waveaction, and unpredictable effects such as those caused by ice or debris jams;

###  

### (ff)                                **hydrology**means the science of the behaviorof water, including its dynamics, composition, and distribution in theatmosphere, on the surface of the earth, and underground;

###  

### (gg)                          **hydrograph**means the graph produced by atable of ordinates showing the flow rate, or discharge, with respect to timefor a given location in a drainage area;

###  

### (hh)                          **IDNR-OWR**means the Illinois Department ofNatural Resources, Office of Water Resources, or its duly authorized designee;

 

7

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### (ii)                                  **IEPA**means the Illinois EnvironmentalProtection Agency, or its duly authorized designee.

###  

### (jj)                                  **infiltration**means the passage or movementof water into the soil surfaces;

###  

### (kk)                            **major stormwater facility**means thatportion of a stormwater facility needed to store and convey flows beyond thecapacity of the minor stormwater system;

###  

### (ll)                                  **mass grading**means development in which theprimary activity is a change in topography affected by the movement of earthmaterials;

###  

### (mm)                      **minor stormwater**facility means allinfrastructure including curb, gutter, culverts, conduits, roadside ditches andswales, storm sewers, and subsurface drainage systems intended to conveystormwater runoff at less than a 10-year frequency;

###  

### (nn)                          **mitigation**means measures taken to offsetnegative impacts from development and includes those measures necessary tominimize the negative effects that stormwater drainage, as a result ofdevelopment activities, has on the public health, safety, and welfare;

###  

### (oo)                          **on-stream storage facilities**means siterunoff storage facilities located within the floodway;

###  

### (pp)                          **overland flow path**means a design featureof the major stormwater system which carries flows in excess of the minorstormwater system design capacity in an open channel or swale, or as sheet flowor weir flow over a feature designed to withstand the particular erosive forcesinvolved;

###  

### (qq)                          **peak flow**means the maximum rate of flow ofwater at a given point in a channel or conduit;

###  

### (rr)                                **positive drainage**means provision foroverland paths for all areas of a property including depressional areas thatmay also be drained by storm sewer;

###  

### (ss)                            **professional land surveyor**means a landsurveyor registered in the State of Illinois under the Illinois Land SurveyorsAct;

###  

### (tt)                                **professional engineer**means an engineerregistered in the State of Illinois under the Professional Engineering Act;

###  

### (uu)                          **record drawings**means drawings prepared,signed, and sealed by a professional engineer or professional land surveyorrepresenting the final record of the actual in-place elevations, locations ofstructures and topography of proposed improvements;

###  

### (vv)                          **regional storage facility**means a siterunoff storage facility that stores stormwater from multiple parcels of land;

###  

### (ww)                      **regulatory floodplain**means the floodplaindepicted on maps recognized by IDNR-OWR for regulatory purposes;

###  

### (xx)                              **regulatory floodway**means the floodwaydepicted on maps recognized by IDNR-OWR for regulatory purposes;

###  

### (yy)                          **retention facility**means a facility whichstores stormwater runoff without a gravity release;

 

8

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### (zz)                              **runoff**means the waters derived frommelting snow or rain falling within a tributary drainage basin that exceeds theinfiltration capacity of the soils of that basin;

###  

### (aaa)                      **sedimentation**means the process thatdeposits hydraulically moved soils, debris, and other materials on other groundsurfaces or in bodies of water or stormwater drainage systems;

###  

### (bbb)                   **site**means all of the land contemplated tobe part of a coordinated development of one or more parcels;

###  

### (ccc)                      **site runoff storage facility**or **storage facility**means a manmade structurefor the temporary storage of stormwater runoff with a controlled release rate;

###  

### (ddd)                   **special management area**means a floodplain,regulatory floodplain, wetland, wetlands mitigation area, stream, river, orother water body;

###  

### (eee)                      **stormwater facility**means all ditches,channels, conduits, bridges, culverts, levees, ponds, natural and manmadeimpoundments, wetlands, riparian environments, tiles, swales, sewers, or othernatural or artificial structures or measures which serve as a means of drainingsurface water and ground water from land;

###  

### (fff)                            **time of concentration**means the elapsedtime for stormwater to flow from the most hydraulically remote point in adrainage basin to a particular point of interest in that watershed;

###  

### (ggg)                   **tributary watershed**means all of the landsurface area that contributes runoff to a given point;

###  

### (hhh)                   **USACE**means the U.S. Army Corps of Engineers;

###  

### (iii)                               **watershed**means all land drained by, orcontributing to, the same stream, lake, stormwater facility, or draining to apoint;

 

9

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# **ARTICLE2****– REQUIREMENTS FORSTORMWATER MANAGEMENT**

# ** **

## **200.****        General Information**

##  

### (a)                                  Noperson, firm, corporation, or governmental body not exempted by state law shallcommence any development, as defined herein, without first obtaining astormwater management permit from the City of Rochelle. The City shall notissue a permit if the proposed development does not meet the requirementscontained herein.

###  

### (b)                                 Everyapplication for a stormwater management permit shall be accompanied by adrainage plan as required herein and such other information as may be requiredby the City for the proper enforcement of this ordinance. Each applicant shallsubmit the following information, depending on development size to ensure thatthe provisions of this ordinance are met. The submittal shall includesufficient information to evaluate the environmental characteristics of theproperty, the potential adverse impacts of the development on water resourcesboth on-site and downstream, and the effectiveness of the proposed drainageplan in managing stormwater runoff. The applicant shall certify on the drawingsthat all clearing, grading, drainage, and construction shall be accomplished instrict conformance with the drainage plan.

 

## **201.****        General stormwater requirements**

## ** **

### (a)                                  Nodevelopment shall increase flood elevations or decrease flood conveyance capacityupstream or downstream of the site.

###  

### (b)                                 Stormwaterfacilities shall be functional, where practicable, before any otherconstruction begins on a site.

###  

### (c)                                  Thedesign of any development shall incorporate the following specific planningprinciples, where practicable:

###  

#### (1)                                  Impervioussurfaces are the minimum necessary to satisfy the needs of the project and thecurrent zoning regulations.

####  

#### (2)                                  Wherefeasible, allow sufficient right-of-way and easement widths so that stormwaterrunoff can be conveyed in vegetated swales. Storm sewers may be used forconveyance of nuisance flows and where conveyance in vegetated swales isimpractical.

####  

#### (3)                                  Retentionand infiltration of stormwater runoff should be used as much to the extentpracticable to reduce the volume of stormwater runoff and the quantity ofrunoff pollutants.

####  

#### (4)                                  Ifretention facilities are impractical or are not used, then detention facilitiesshall be provided.

####  

#### (5)                                  Bestmanagement practices have been used in the drainage plan.

####  

#### (6)                                  Toeffectively filter stormwater pollutants and promote infiltration of runoff,sites should be designed to maximize the use of vegetated filter strips andswales. Wherever practicable, runoff from impervious surfaces should bedirected onto vegetated filter strips and swales before being routed to a stormsewer or site runoff storage facility.

 

10

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## **202.****        Site runoff requirements**

## ** **

### (a)                                  Stormwaterfacilities shall be required and designed so that runoff exits the site at thepoint where it exited prior to development (unless a change is required andapproved in writing by the Administrator) and in a manner so as not to increaseflood damage downstream. Concentrated discharges from new developments mustenter conveyance systems capable of carrying the design flow without increasingflood damage, erosion, or maintenance costs downstream.

###  

### (b)                                 Majorand minor stormwater facilities shall be sized to convey runoff from thetributary watershed under fully developed conditions.

###  

### (c)                                  Majorstormwater facilities shall be sized to convey the base flood without causingadditional flood damage.

###  

### (d)                                 Stormwaterfacilities shall properly incorporate and be compatible with existingsubsurface and surface drainage systems. Designs shall not cause damage toexisting drainage systems or to existing adjacent or tributary land uses. Theflowing principles and requirements shall be observed in the design:

###  

#### (1)                                  Offsiteoutfall: Existing subsurface and surface drainage systems shall be evaluatedwith regard to their capacity and capability to properly convey site runoffstorage facility release without damage to downstream structures and land uses.If the outfall drain tile and surface drainage systems prove to be inadequate,it will be necessary to modify the existing systems or construct new facilitieswhich will not conflict with the existing systems and will not impact existingland uses.

####  

#### (2)                                  Onsite:Existing agricultural drainage systems shall be mapped to the extentpracticable. If any existing agricultural drainage tiles continue to uplandwatersheds, the developer must maintain drainage service so as not to impedethe flow of water from the existing drainage tile. The existing upstreamagricultural drainage tile may be connected into the proposed on-site drainagesystem if the invert of the existing drainage tile is higher than the proposed100-year high water elevation of the stormwater facilities. The proposedstormwater facilities shall not discharge into existing agricultural drainagesystems.

####  

#### (3)                                  Thestormwater facilities shall be designed to control the peak rate of dischargefrom the property for the 2-year, 24-hour and 100-year, 24-hour events tolevels which will not cause an increase in flooding or channel instabilitydownstream when considered in aggregate with other developed properties anddownstream drainage capacities. The allowable peak discharge from events lessthan or equal to the 2-year, 24-hour event shall not be greater than 0.04 cfsper acre of property drained. The allowable peak discharge from events lessthan or equal to the 100-year, 24-hour event shall not be greater than 0.20 cfsper acre of property drained.

####  

#### (4)                                  Theallowable peak discharges for both design storms shall take into considerationundetainable areas. If areas of the property can not be detained because ofsite limitations, the undetained discharge shall be subtracted from 

 

11

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#### the allowable peakdischarge to determine the allowable peak discharge from the detention orretention facility.

####  

#### (5)                                  Designrunoff rates shall be determined using event hydrograph methods. Acceptableevent hydrograph methods are HEC-HMS, HEC-l (SCS runoff method), TR-20, orTR-55. Design runoff rates for minor conveyance systems may be calculated usingthe Rational Method.

####  

#### (6)                                  Alldesign runoff calculations shall utilize Bulletin 71 rainfall amounts for givenstorm frequencies. All design runoff calculations, except TR-55, shall utilizeBulletin 71 median time distributions for given storm frequencies. If TR-55 isused, the SCS Type II time distribution shall be used.

####  

#### (7)                                  Alldesign runoff calculations shall assume a conservative wet antecedent moisturecondition.

####  

#### (8)                                  Theminor stormwater system shall be designed to safely pass the 10-year peak flow.The developer shall provide an overland flow route to pass storms greater thana 10-year frequency. All areas of the property must provide an overland flowroute that will pass the runoff from the 100-year event at a stage at leastone-foot below the lowest foundation grade in the vicinity of the flow path.Overland flow paths designed to handle flows in excess of the minor drainagesystem capacity shall provide drainage easements.

####  

#### (9)                                  Ifstreets are to be used as part of the major or minor stormwater systems,ponding depths shall not be greater than the elevation of the top of curbs andshall not remain flooded for more than eight hours for any event less than orequal to the 100-year event.

####  

#### (10)                            Themaximum stormwater ponding depth in any parking lot shall not exceed six inchesfor more than four hours.

####  

#### (11)                            Culvertcrossings shall be designed according to this ordinance, unless stricterrequirements apply from other governmental agencies. Sizing of culvertcrossings shall consider entrance and exit losses as well as headwater andtailwater conditions on the culvert.

####  

#### (12)                            Transfersof waters between watersheds (diversions) shall be prohibited except when suchtransfers will not violate the provisions of Section 201 (a) and otherwiselawful.

####  

#### (13)                            Alldevelopments shall incorporate all best management practices required under theClean Water Act and as required under Article 3 of this ordinance. Thedeveloper is responsible for obtaining an N.P.D.E.S. permit from the IEPA ifthe development meets the requirements of this regulation.

####  

## **203.****        Site runoff storage requirements(detention/retention)**

## ** **

### (a)                                  Eventhydrograph routing methods such as HEC-l, HEC-HMS, TR-20, or TR-55 using SCScurve number methodology shall be used to calculate design runoff volumes forall site runoff storage facilities. Event methods shall incorporate thefollowing assumptions:

 

12

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#### (1)                                  aconservative wet antecedent moisture condition shall be assumed as a minimum;

####  

#### (2)                                  appropriaterainfall distributions from Bulletin 71 shall be utilized except that SCS TypeII distribution is acceptable with TR-55 only;

####  

#### (3)                                  24-hourduration storm with a 50% probability (2-Year) of occurrence in any one year asspecified by Bulletin 71 sectional rainfall statistics; and

####  

#### (4)                                  24-hoursduration storm with a 1% probability (100-Year) of occurrence in any one yearas specified by Bulletin 71 sectional rainfall statistics.

####  

### (b)                                 Thedesign maximum storage to be provided in a site runoff storage facility shallbe based on the runoff from the 100-year, 24-hour event and reservoir routing(also called level pool).

###  

### (c)                                  Hydrauliccomputations for the release structure must assume appropriate backwater andtailwater conditions considering the likelihood of concurrent flood events onthe site and receiving stream.

###  

### (d)                                 Storagefacilities shall be designed and constructed with the followingcharacteristics:

###  

#### (1)                                  Watersurface depths two feet above the base flood elevation will not damage thestorage facility or other site improvements.

####  

#### (2)                                  Thestorage facilities shall be accessible and easily maintained.

####  

#### (3)                                  Alldesign site runoff storage volume shall be provided above the seasonal highgroundwater table or the invert elevation of the groundwater control system.

####  

#### (4)                                  Storagefacilities shall facilitate sedimentation and catchment of floating material.Unless specifically approved by the Administrator, concrete lined low flowchannels shall not be used in the site runoff storage basins.

####  

#### (5)                                  Storagefacilities shall minimize impacts of stormwater runoff on water quality byincorporating best management practices.

####  

#### (6)                                  Storagefacilities shall maximize the distance between site runoff storage inlets andoutlets to the maximum extent possible.

####  

#### (7)                                  Storagefacilities with single pipe outlets shall have a minimum inside diameter oftwelve inches. If design release rates necessitate a smaller outlet, structuressuch as perforated risers or flow control orifices shall be used. Orificesshall have a minimum diameter of three inches.

####  

#### (8)                                  Detentionfacilities shall be designed to remove stormwater pollutants, to be safe, to beaesthetically pleasing and, as much as feasible, and to be available formultiple uses.

####  

#### (9)                                  Detentionfacilities shall incorporate velocity dissipation devices to minimize erosionat inlets and outlets and to minimize resuspension of pollutants.

####  

#### (10)                            Detentionfacilities shall be designed such that the portion of the bottom area which isintended to be dry shall have standing water no longer than forty-eight (48)hours for any runoff event less than the 100-year event. 

 

13

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#### Underdrains directed tothe outlet may be used to accomplish this requirement Grading plans shallclearly distinguish the wet portion of the basin bottom from the dry portion.Ground slopes in the bottom of dry detention facilities shall be 1.5% orsteeper.

####  

### (e)                                  Storagefacilities located within the regulated floodplain shall comply with all stateand federal regulations and shall store the required amount of site runoff tomeet the release rate requirement under all streamflow and backwater conditionsup to the ten-year flood elevation on the adjacent receiving watercourse.

###  

### (f)                                    Storagefacilities located within the regulated floodway shall comply with all staleand federal regulations and shall be evaluated by performing detailedhydrologic and hydraulic analysis and shall provide a net watershed benefit.

###  

### (g)                                 Siterunoff facilities may be located offsite if the offsite storage facility meetsall of the requirements of the ordinance, adequate storage capacity in theoffsite facility is dedicated to the development, and the development includesmeans to convey stormwater runoff to the offsite storage facility.

###  

### (h)                                 Retentionfacilities shall be designed and constructed with the followingcharacteristics:

###  

#### (1)                                  Retentionfacilities shall be designed to remove stormwater pollutants, to be safe, andto be aesthetically pleasing.

####  

#### (2)                                  Theminimum depth shall be at least five feet deep, excluding near shore banks andsafety ledges. If fish habitat is to be provided, the minimum depth shall be atleast ten feet deep over 25% of the bottom area to prevent winter freeze-out.

####  

#### (3)                                  Abovethe normal pool elevation, the sideslopes shall be no steeper than 5 to 1(horizontal to vertical).

####  

#### (4)                                  Atnormal depth, permanent pool volume shall be equal to or greater than therunoff volume from its watershed for the 2-year event.

####  

#### (5)                                  Amechanically opened outlet to draw down the permanent pool or retention areafor maintenance purposes to the lowest available invert at the site boundaryshall be provided.

####  

#### (6)                                  Safetyledges shall be provided at least four feet in width at 2 1⁄2 to 3 feet below thenormal water depth.

####  

#### (7)                                  Subsurfacedrainage systems may be designed as a component of the retention facility toassist in infiltration in accordance with the following criteria:

####  

##### (A)                              Theretention volume shall be discharged at a rate no greater than that required toempty the calculated retention volume within five days of the storm event.

#####  

##### (B)                                Nosuch subsurface drainage pipe shall be located within ten feet of drainagepipes directly connected to the retention facility.

 

14

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### (i)                                     Thestormwater facilities shall be designed to protect the safety and well-being ofall children and adults coming in contact with the system during storm runoffevents.

###  

### (j)                                     Theside slopes at 100-year capacity shall be as level as practicable to preventaccidental falls into the basin and for stability and ease of maintenance. Sideslopes of detention facilities and open channels shall not be steeper than fourto one (horizontal to vertical).

###  

### (k)                                  Alldetention or retention facilities shall be provided with an overflow structurecapable of safely passing excess flows at a stage at least two-feet above thebase flood elevation. The design flow rate of the overflow structure shall beequivalent to the 100-year inflow rate.

###  

### (l)                                     Velocitiesthroughout the stormwater facilities shall be controlled to safe andnon-erosive levels taking into consideration rates and depths of flow.

###  

### (m)                               Thestormwater facilities shall be designed to minimize and facilitate maintenance.

###  

### (n)                                 Toeffectively reduce runoff volumes, infiltration practices including basins andtrenches may be utilized according to the following practices:

###  

#### (1)                                  Infiltrationpractices should be located on soils in hydrologic soil groups “A” or “B” asdesignated by the U.S. Natural Resources Conservation Service.

####  

#### (2)                                  Infiltrationbasins and trenches designed to recharge groundwater shall not be locatedwithin seventy-five (75) feet of a water supply well or a building foundation.

####  

#### (3)                                  Asediment settling basin shall be provided to remove coarse sediment fromstormwater flows before they reach the infiltration basins or trenches.Stormwater shall not be allowed to stand more than forty-eight (48) hours overeight percent (80%) of a dry basin’s bottom area for the maximum design eventto be ex-filtrated. The bottom of infiltration facilities shall be a minimum offour feet above seasonally high groundwater and bedrock.

 

## **204.****        Accommodating flows from upstreamtributary areas**

## ** **

### (a)                                  Stormwaterrunoff from areas tributary to the property shall be considered in the designof the property’s stormwater facilities. Whenever practicable, flows fromupstream areas that are not to be detained should be routed around the basinbeing provided for the site being developed.

###  

### (b)                                 Whenthere are upstream tributary areas not meeting the storage and release rates ofthis ordinance, regional detention on the applicant’s property shall beexplored by the applicant by following the following steps:

###  

#### (1)                                  Computethe storage volume needed for the applicant’s property using the release rates,the property area, and the procedures described in this ordinance.

####  

#### (2)                                  Identifythe upstream areas tributary to the applicant’s property that do not meet thestorage and release requirements of this ordinance.

####  

#### (3)                                  Computethe storage volume needed for the applicant’s property plus the upstreamtributary area. If tributary areas are not developed, then a reasonable

 

15

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#### fully developedland cover, based on local zoning, shall be assumed for the purposes ofcomputing storage.

####  

#### (4)                                  Oncethe necessary storage is computed, the City may choose to pay for oversizingthe applicant’s site runoff storage facility to bring the upstream areas intocompliance, thereby making the applicant’s site runoff storage facility aregional storage facility.

####  

#### (5)                                  Ifregional storage is selected by the City, then the storage facility shall bedesigned according to the combined property area. The applicant’sresponsibility shall be limited to the storage volume computed for his propertyonly. If regional storage is not selected by the City, then the storagefacility shall be designed according to just the applicant’s property and allflows from the upstream area shall be routed around the applicant’s storagefacility. If the applicant must route flows from the upstream tributary areathrough his storage facility and the upstream tributary areas exceed one-squaremile in size, the storage facility shall be considered as an on-stream storagefacility.

####  

### (c)                                  Whenthere are upstream tributary areas meeting the storage and release rates ofthis ordinance, the upstream flows shall be bypassed around the applicant’sstorage facility, or be routed through the applicant’s storage facility if itis the only practicable alternative. The required storage for the applicant’s propertyshall be computed in accordance with this ordinance. However, if the Citydecides to route upstream tributary flows through the applicant’s storagefacility, the final design of the storage facility shall be based on thecombined total of the applicant’s property plus the tributary areas drainingthrough it. The applicant shall demonstrate using hydrologic and hydraulicmodeling that at no time will the release rate from the applicant’s propertyexceed the allowable release rate for his property alone.

###  

### 16

### 

###  

# **ARTICLE3 – EROSION AND SEDIMENT CONTROL**

# ** **

## **300.****        Erosionand Sediment Control**

##  

### (a)                                  Erosionand sediment control planning shall be part of the initial site planningprocess. In planning the development of the site, the applicant shall considerthe sensitivity of existing soils to erosion and topographical features such assteep slopes, stream corridors, and special management areas which must beprotected to reduce the amount of erosion and sedimentation which occurs. Whereappropriate, existing vegetation shall be protected from disturbance duringconstruction by fencing or other means. In the planning process, the applicantshall also address the following:

###  

#### (1)                                  Forprojects that involve phased construction, existing land cover for those areasnot under current development shall be addressed. If existing land cover doesnot consist of appropriate dense vegetation then those phases shall be plantedtemporarily to reduce erosion from idle land.

####  

#### (2)                                  Inplanning the erosion and sediment control strategy, preference shall be givento reducing erosion rather than controlling sediment. In order to accomplishthis, the plan must carefully consider the construction sequence of the phasesso that the amount of land area exposed to erosive forces is the minimumconsistent with completing construction.

####  

### (b)                                 Standardsand specifications for erosion and sediment control measures shall be inaccordance with the *Illinois Urban Manual*(latest edition).

###  

### (c)                                  Therunoff from disturbed areas shall not leave the site without first passingthrough sediment control measures or devices. This requirement shall apply toall phases of construction and shall include an ongoing process ofimplementation of measures and maintenance of those measures during both theconstruction season and any construction shutdown periods.

###  

### (d)                                 Thecondition of the construction site for winter shutdown shall be addressed earlyin the fail growing season so that slopes and other bare earth areas may bestabilized with temporary and/or permanent vegetative cover for proper erosionand sediment control. All open areas that are to remain idle throughout thewinter shall receive temporary erosion control measures including temporaryseeding, mulching, and/or erosion control blanket prior to the end of the fallgrowing season. The areas to be worked beyond the end of the growing seasonmust incorporate soil stabilization measures that do not rely on vegetativecover such as erosion control blanket and heavy mulching.

###  

### (e)                                  Inthe hydraulic and hydrologic design of major erosion control measures (Thosewhose tributary drainage area is greater than five acres) such as sedimentbasins and traps, diversions and the like, the design frequency shall becommensurate with the risk of the design event being exceeded. The followingdesign frequencies shall be regarded as minimum design frequencies for theconstruction period:

###  

#### (1)                                  Ifdevelopment is estimated to be completed in less than six months, the stormevent having a 50% chance (2-year event) of being exceeded in any year shall beused for design purposes.

####  

#### 17

#### 

####  

#### (2)                                  Ifdevelopment is estimated to be completed in more than six months but less thanone year, the design frequency for major sediment basins shall be a rainfallevent with a 20% (5-year event) chance of being exceeded in any one year.

####  

#### (3)                                  Ifdevelopment is estimated to take more than one year to complete, the designfrequency for major sediment basins shall be a rainfall event with a 10%(10-year event) chance of being exceeded in any one year.

####  

#### (4)                                  Allsediment basins shall be designed for a minimum residence time of ten hours fordetained runoff and shall include a volume for sediment storage reflective of theclean out schedule for the basin. Appropriate notes shall be included in theplans with instructions to the Contractor to maintain the sediment basin at thedesignated interval.

####  

### (f)                                    Theerosion and sediment control plan shall designate a series of practices whichshall be implemented either at the direction of the applicant or theapplicant’s representative onsite or at the direction of the Administratorshould an inspection of the site indicate a deficiency in soil erosion andsediment control measures. At a minimum, those measures shall includesedimentation basins, sediment traps, ditch checks, diversion swales, siltfences, temporary seeding, mulching, and erosion control blankets.

###  

### (g)                                 Thearea of disturbance onsite at any one time shall be limited to 20 acres. Anadditional 20 acres (a maximum of 40 acres of disturbance at any one time) maybe disturbed if necessary to balance cut and fill onsite. The Administrator mayapprove a larger area of disturbance pursuant to a plan for phased constructionor after development has begun, if the developer adequately demonstrates theneed and the Administrator finds that adequate temporary and permanent erosionand sediment control measures can be maintained and that the developer isproposing an area of disturbance which at any one time is the smallestpractical area consistent with the intent to limit disturbed area and minimizethe risk of sediment being introduced into site runoff and being carriedoffsite. No additional area may be disturbed without the permission of theAdministrator until previously disturbed areas have been temporarily orpermanently stabilized. All disturbed areas shall be stabilized within 14 daysof final grading or when left idle for more than seven (7) days. Maintainedhaul roads and the area of sediment basins, site runoff facilities, utilitycorridors having a maximum width of twenty (20) feet, and any permanentlystabilized areas are excluded from this limitation.

###  

### (h)                                 Erosionand sediment control plans shall be in accordance with Article 5 and shallinclude the following:

###  

#### (1)                                  Detailedconstruction phasing plan identifying erosion and sediment control measures tobe in place for each phase shall be submitted.

####  

#### (2)                                  Erosionand sediment control measures to be installed initially prior to strippingexisting vegetation or mass grading shall be indicated on the plans.

####  

#### (3)                                  Permanentstabilization measures shall be indicated on a separate plan.

####  

#### 18

#### 

####  

#### (4)                                  Theexpected two-year and ten-year runoff rates from all offsite areas draininginto the site shall be identified on the plan.

####  

#### (5)                                  Methodsfor conveying flows through the site during construction shall be indicated.These methods must include the temporary and permanent stabilization measuresto be used to reduce velocity and erosion from flow through the constructionzone.

####  

#### (6)                                  Amaintenance schedule of each measure used shall be indicated on the plan. As aminimum, all erosion and sediment control measures onsite shall be inspectedweekly or after a one-half inch or greater rainfall event and any requiredrepairs shall be made to keep these measures functional as designed.

####  

#### (7)                                  Atemporary stilling/sedimentation basin should be constructed at each majorinlet to a detention or retention facility. The volume of the basins should beat least 500 cubic feet per acre of impervious surface in the drainage area.Side slopes of the basins shall be no steeper than 3 to 1 (horizontal tovertical) and basin depths should be at least three (3) feet deep to minimizeresuspension of accumulated sediment. A detention facility may be utilized as atemporary stilling/sedimentation basin for its tributary drainage area, as longas the basin is over excavated to provide the additional volume. The requireddetention volume must be maintained at all times.

####  

### (i)                                     Tothe extent practicable, proposed ditches and waterways which are to conveyoffsite flows through the site shall be stabilized upon construction. Where newwaterways are constructed, they shall be stabilized to the extent practicableprior to their use to convey flood flows.

###  

### (j)                                     Stockpilesof soil and other building materials (sand, limestone, gravel, etc.) shall notbe located in special management areas or required buffers. If a stockpile isto remain in place for more than three days, erosion and sediment control shallbe provided.

###  

### (k)                                  Stormsewer inlets shall be protected with sediment trapping and/or filter controldevices during construction.

###  

### (l)                                     Waterpumped or which is otherwise discharged from the site during constructiondewatering shall be filtered and a means provided to reduce erosion.

###  

### (m)                               Graveledroads, access drives, parking areas of sufficient width and length, and vehiclewash-down facilities, if necessary, shall be provided to prevent soil frombeing tracked onto public or private roadways. Any soil tracked onto a publicor private roadway shall be removed before the end of each workday or sooner asdirected by the City of Rochelle. Fines may be levied according to Article 7 iftracked soil is not cleared from public or private roadways.

###  

### 19

### 

###  

# **ARTICLE4 – PROTECTION OF SPECIAL MANAGEMENT AREAS**

# ** **

## **400.****        Disclaimer**

##  

Nothing in this ordinance purports to alter or affect the regulatoryprogram administered by the IDNR-OWR. Anything in this ordinance to thecontrary notwithstanding, if under the rules and regulations administered byIDNR-OWR a submittal need not be made to IDNR-OWR, or a review, approval, orpermit from IDNR-OWR need not be obtained, then nothing in this ordinance shallbe construed to impose a requirement that such a submittal be made or such areview, approval, or permit be obtained from IDNR-OWR. Similarly, if IDNR-OWRhas delegated its regulatory authority to another entity, then anything in thisordinance to the contrary notwithstanding, of required by such entity, suchsubmittal shall be made or such review, approval, or permit shall be obtainedfrom such entity.

 

## **401.****        Statewide and regional permits**

##  

Developments that qualify for any of the self-issuing statewide orregional permits administered by IDNR-OWR (Statewide Permits Nos. 1 through 14and Regional Permit No. 3), are similarly permitted under this Article. Thedeveloper need only submit to the Administrator such information as shall showthe Administrator that the development qualifies for the particular statewideor regional permit in question under the regulations established by IDNR-OWRfor such permit and no further submittal need be made wider this Article. Allother provisions of this ordinance applicable to this development, however,continue to apply.

 

## **402.****        Floodplain Management**

##  

### (a)                                  Theplacement of site runoff storage facilities within the floodplain is stronglydiscouraged due to unreliable operation during flood events. However, the siterunoff storage requirements of this ordinance may be fulfilled by providingsite runoff storage within flood fringe areas on the project site provided thefollowing provisions are met:

###  

#### (1)                                  Theplacement of a site runoff storage facility in a flood fringe area shallrequire compensatory storage for 1.5 times the volume below the base floodelevation occupied by the site runoff storage facility including any berms. Therelease from the storage facility shall still be controlled in accordance withthis ordinance. The operation of the site runoff storage facility duringrainfall events and periods of high streamflow and backwater events shall beconsidered in the design of the storage facility. The applicant shall submitthe necessary hydraulic and hydrologic calculations demonstrating the properoperation of the storage facility for all streamflow and floodplain backwaterconditions.

####  

#### (2)                                  Excavationsfor compensatory storage along watercourses shall be opposite or adjacent tothe area occupied by detention. All floodplain storage lost below the ten-yearflood elevation shall be replaced below the ten-year flood elevation. Allfloodplain storage lost above the ten-year flood elevation shall be replacedabove the ten-year flood elevation. All compensatory storage excavations shallbe designed and constructed to have positive drainage and drain freely andopenly to the watercourse.

####  

#### 20

#### 

####  

### (b)                                 Siterunoff storage facilities shall only be placed in the floodway provided thefollowing provisions are met:

###  

#### (1)                                  On-streamstorage facilities are discouraged but are allowable if they provide regionalpublic benefits and if they meet the other provisions of this ordinance withrespect to water quality and control of the two-year and 100-year, 24-hourevents from the property. If on-stream storage facilities are used forwatershed greater than 1 square mile, then the applicant shall use dynamicmodeling to demonstrate that the design will not increase the water surfaceelevation of any properties upstream or downstream of the property.

####  

#### (2)                                  Impoundmentof the stream as part of on-stream storage shall meet the following provisions:

####  

##### (A)                              Themigration of indigenous fish species which require access to upstream areas aspart of their life cycle, such as for spawning, shall not be prevented.

#####  

##### (B)                                Theon-stream storage facility shall not cause or contribute to the degradation ofwater quality or stream aquatic habitat.

#####  

##### (C)                                Thedesign shall include gradual bank slopes, appropriate bank stabilizationmeasures, and a sediment control basin placed upstream of the storage facility.

#####  

##### (D)                               Thedesign shall not involve any stream channelization or the filling of wetlands.

#####  

##### (E)                                 Thedesign shall include the implementation of an effective non-point sourcemanagement program throughout the upstream watershed which shall include, as aminimum, runoff reduction best management practices, a permanent sedimentcontrol basin for all development sized to hold the volume of the two-year,24-hour event, and a program to control non-point sources at the source forprior development constructed without appropriate stormwater best managementpractices.

#####  

##### (F)                                 Thestorage facility shall not be located downstream of a wastewater discharge.

#####  

##### (G)                                Thestorage facility shall comply with 92 Illinois Administrative Code Parts 702and 708.

#####  

## **403.****        Wetlands and depressional storageareas**

##  

Wetlands and other depressional storage areas shall be protected fromdamaging modifications and adverse changes in runoff quality and quantityassociated with land developments. In addition to the other requirements ofthis ordinance, the following requirements shall be met for all developmentswhose drainage flows into wetlands and other depressional storage areas (asappropriate):

 

#### (1)                                  Existingwetlands shall not be modified for the purposes of stormwater detention unlessit is demonstrated that the existing wetland is low in quality

####  

#### 21

#### 

####  

#### and the proposedmodifications will maintain or improve its habitat and ability to performbeneficial functions.

####  

#### (2)                                  Existingstorage and release rate characteristics of wetlands and other depressionalstorage areas shall be maintained and the volume of detention storage providedto meet the requirements of the ordinance shall be in addition to this existingstorage.

####  

#### (3)                                  Theexisting wetland shall not be filled and shall be protected from soil erosionand sedimentation during construction.

####  

#### (4)                                  Sitedrainage patterns shall not be altered to substantially decrease or increasethe existing area tributary to the wetland.

####  

#### (5)                                  Allrunoff from the development shall be routed through a permanent sedimentationbasin designed to capture the volume of the two-year, 24-hour storm event andhold it for a minimum of 24 hours before being discharged to the wetlands. Thisbasin shall be constructed before property grading begins. Design andconstruction of the site shall incorporate the principles listed in Section201. (c) of this ordinance to minimize runoff volumes and rates beingdischarged to the wetlands.

####  

#### (6)                                  Abuffer strip of at least 25 feet in width, vegetated with native plant species,shall be restored and/or maintained around the periphery of the wetlands. Nodevelopment, with the exception of recreational trails, shall take place withinthe buffer strip.

####  

#### 22

#### 

####  

# **ARTICLE5 – REQUIRED SUBMITTALS FOR STORMWATER MANAGEMENT PERMITS**

# ** **

## **500.****        General requirements**

##  

### (a)                                  Astormwater management permit is required if:

###  

#### (1)                                  theproject requires a building permit, is not a residential building, andimpervious area is increased on the site; or

####  

#### (2)                                  theproject requires the approval of a Plat of Subdivision.

####  

### (b)                                 Allappropriate stormwater management related approvals and permits, including,without limitation, an IDNR-OWR Floodway/Floodplain Construction Permit, a U.S.Army Corps of Engineers 404 Permit, and an ISNR-OWR Dam Safety Permit, ifrequired, shall be obtained from all federal, state, and regional authoritiesprior to the issuance of a stormwater management permit.

###  

### (c)                                  Allpermit fees shall be paid prior to the issuance of a stormwater managementpermit.

###  

### (d)                                 Thedesign of stormwater management facilities, calculations for the determinationof the regulatory floodplain and calculations of the impact of developmentshall meet the standards of this ordinance and shall be prepared by or underthe direction of, signed, and sealed by a professional engineer. The signatureand seal of such professional engineer shall stand as his or her opinion thatthe submittals which accompany the permit application meet the requirements ofthis ordinance.

###  

#### (1)                                  Forprojects which include earth embankments which are subject to a differentialwater pressure, the submittal shall include evidence that the embankment designand construction specifications and adequate for the design conditions. Thisreview shall include consideration of the existing foundation soils for theembankment, the materials. from which embankment is to be constructed,compaction requirements for the embankment, and protection of the embankmentfrom failure due to overtopping. Specifications for the construction andmaterials for all such embankments shall be included in the submittal. Whendirected by the Administrator, or when the impounded water pressuredifferential exceeds three feet or when appropriate considering the volume ofimpounded water, and water surface elevation differential to which theembankment is subjected, these calculations may be required to be reviewed,signed, and sealed by a qualified geotechnical or registered structuralengineer.

####  

#### (2)                                  Forstructures (not including earth embankments) that are subject to differentialwater pressure greater than three feet, the submittal shall, at a minimum, bereviewed by a professional engineer. Such reviews shall include stability ofthe structure under design conditions considering the protection of downstreamlife and property in the event of a failure. When directed by theAdministrator, the calculations submitted for such structures shall bereviewed, signed, and sealed by a registered structural engineer.

####  

#### 23

#### 

####  

#### (3)                                  Atopographical map of the site, record drawings, and other required drawingsshall be prepared, signed, and sealed by a professional land surveyor orprofessional engineer, and referenced to the National Geodetic Vertical Datum,1929 adjustment, and any FEMA benchmarks. Plats for new subdivisions more than10 acres in size shall be submitted to the Administrator in one of theelectronic formats designated by the City.

####  

## **501.****        Duration and revision of permits**

##  

### (a)                                  Ifconstruction has not started within twelve (12) months after the date ofissuance, the permit shall become null and void. If construction starts withintwelve (12) months of the date of issuance, the permit expires onDecember 31 of the second year following the date of their issuance.

###  

### (b)                                 Ifthe permitted activity has begun but is not complete by the expiration, date ofthe permit, the permittee may submit a written request for an extension to theAdministrator. Upon receipt of such request, the Administrator may extend theexpiration date of the permit for up to two (2) years for permitted activitiesoutside special management areas. Expiration dates for permitted activitieswithin special management areas may also be extended for up to two (2) yearsprovided that the activity is in compliance with the then current requirementsof this ordinance. A permittee may apply for only two extensions beforereapplication is required.

###  

### (c)                                  Ifthe permittee revises the approved plans after issuance of the permit, thepermittee shall submit the revised plans to the Administrator along with awritten request for approval. If the Administrator determines that the revisedplans are in compliance with the then current requirements of this ordinance,an amended permit may be issued.

###  

## **502.****        Application and project overview**

##  

### (a)                                  Theapplicant shall, at a minimum, provide the following information on theapproved forms or in a format approved by the Administrator:

###  

#### (1)                                  thenames and legal addresses of all owners of the site;

####  

#### (2)                                  thenames and legal addresses of the developer or developers responsible forcompleting the development according to the plans submitted, the terms andconditions of the permit, and the requirements of this ordinance;

####  

#### (3)                                  thecommon address, legal description, and parcel identification number (PIN) ofall parcels which comprise the site;

####  

#### (4)                                  thename of the project, area of the site in acres, and the type of development,

####  

#### (5)                                  ageneral narrative description of the development, existing, and proposedconditions and the project planning principles considered, including bestmanagement practices used;

####  

#### (6)                                  copiesof all other permits or permit applications as required;

####  

#### (7)                                  asubsurface drainage investigation report; and

####  

#### 24

#### 

####  

#### (8)                                  anengineer’s estimate of probable construction cost of the stormwater facilitiesand the installation and maintenance of soil erosion and sediment controlmeasures.

####  

### (b)                                 Theapplication shall be signed by all owners and developers identified in (a) (1)and (2) above and shall contain their attestation that they have read andunderstand the provisions of this ordinance and agree to bind themselves to thepermitting authority to comply therewith. If any time prior to completion andfinal inspection and approval of the development, the identity of the personsrequired to be disclosed in (a) (1) and (2) above changes, an amendedapplication containing the current information shall be filed and the permitshall be amended accordingly.

###  

## **503.****        Required submittals**

##  

All applicants for a stormwater permit shall provide the followingbasic plan exhibits: Site Topographical Map, General Plan View Drawing,Sediment/Erosion Control Plan, and a Vicinity Topographical Map. Each exhibitmay be on more than one drawing for clarity. The specific information to beincluded on each exhibit shall be as noted below.

 

### (a)                                  SiteTopographical Map;

###  

#### (1)                                  mapscales as 1 inch = 100 feet (or less) and accurate to +/- 1.0 foot;

####  

#### (2)                                  existingand proposed contours onsite (maximum contour interval is two feet) and within100 feet of the site (one foot contour interval may be required if deemednecessary by the Administrator);

####  

#### (3)                                  existingand proposed drainage patterns and watershed boundaries;

####  

#### (4)                                  delineationof pre-development regulatory floodplain and floodway limits;

####  

#### (5)                                  delineationof post-development regulatory floodplain and floodway limits;

####  

#### (6)                                  locationof cross-sections and any other hydrologic or hydraulic computer modeledfeatures;

####  

#### (7)                                  locationof all onsite drain tiles;

####  

#### (8)                                  boundariesof all wetlands, lakes, ponds, etc. with normal water elevations noted; (showareas of wetlands to be impacted under permit or otherwise if a permit is notrequired);

####  

#### (9)                                  locationof all existing buildings and those to remain on the site noted;

####  

#### (10)                            nearestbase flood elevations;

####  

#### (11)                            FEMAand reference benchmarks used; and

####  

#### (12)                            Allcontours used in the calculation of depressional storage highlighted.

####  

### (b)                                 GeneralPlan View Drawing:

###  

#### (1)                                  drawingat the same scale as the Site Topographical Map;

####  

#### (2)                                  existingmajor and minor stormwater systems;

####  

#### (3)                                  proposedmajor and minor stormwater systems;

####  

#### 25

#### 

####  

#### (4)                                  designdetails for stormwater facilities (i.e. structure and outlet detail drawings,etc.);

####  

#### (5)                                  scheduledmaintenance program for permanent stormwater facilities including BMP;

####  

#### (6)                                  plannedmaintenance tasks and schedule;

####  

#### (7)                                  identificationof persons responsible for maintenance;

####  

#### (8)                                  proposedregulatory floodplain and floodway location (with the base flood elevationnoted);

####  

#### (9)                                  existingwetlands and required buffers;

####  

#### (10)                            allplan areas at elevations below the 100-year high water elevation of site runoffstorage facilities highlighted; and

####  

#### (11)                            wherea 500-year regulatory floodplain is available, the plan limit of the 500-yearfloodplain.

####  

### (c)                                  Sedimentand Erosion Control Plan:

###  

#### (1)                                  drawingsat the same scale as the Site Topographical Map;

####  

#### (2)                                  erosionand sediment control installation measures and schedule;

####  

#### (3)                                  existingand proposed roadways, structures, parking lots, driveways, sidewalks, andother impervious surfaces;

####  

#### (4)                                  limitsof clearing and grading;

####  

#### (5)                                  specialmanagement areas and proposed buffer locations located on the plan;

####  

#### (6)                                  existingsoil types, vegetation and land cover conditions;

####  

#### (7)                                  listof maintenance tasks and schedule for erosion and sediment control measures;and

####  

#### (8)                                  thename, address, and phone number of the person or persons responsible forerosion and sediment control.

####  

### (d)                                 VicinityTopographical Map:

###  

#### (1)                                  identifyall offsite areas draining into the development and downstream to the receivingstream; (a two-foot contour map is preferred at a scale readable by thereviewer but a USGS Quadrangle map is acceptable);

####  

#### (2)                                  identifythe watershed boundaries for areas draining through or from the development;

####  

#### (3)                                  identifythe soil types related to hydrologic soils group, vegetation, and land coveraffecting runoff upstream of the site for any area draining through the site;

####  

#### (4)                                  identifythe location of the site within the major watershed(s); and

####  

#### (5)                                  showthe overland flow path from the downstream end of the development to thereceiving stream.

####  

#### 26

#### 

####  

## **504.****        Stormwater submittal**

##  

The stormwater submittal shall include a narrative discussion andcalculations to support a finding by the qualified review specialist that theproposed development complies with the technical requirements of thisordinance. The submittal shall consist, at a minimum, of the followingmaterial:

 

### (a)                                  anarrative description of the existing and proposed site drainage patterns andconditions; include description of offsite conditions which help to identifystormwater issues considered in the design;

###  

### (b)                                 aschedule for implementation of the site stormwater plan;

###  

### (c)                                  onsiteand offsite runoff calculations which address the following:

###  

#### (1)                                  documentationof the procedures and assumptions used to calculate the hydrologic andhydraulic conditions for sizing major and minor stormwater systems;

####  

#### (2)                                  cross-sectiondata for open channels, along with calculated depths of flow and velocities inthe channels; and

####  

#### (3)                                  thehydraulic grade line calculations may be required for the design flow and baseflood flow conditions, if requested by the Administrator.

####  

### (d)                                 siterunoff storage calculations, which address the following:

###  

#### (1)                                  documentationof the procedures and assumptions used to calculate the hydrologic andhydraulic conditions for the site runoff storage facility;

####  

#### (2)                                  calculationsfor the time of concentration and a drawing showing the location of calculatedtime of concentration path;

####  

#### (3)                                  calculationsfor the allowable release rate for the required storm events;

####  

#### (4)                                  calculationsfor the generation of the inflow hydrographs for the required storm events;

####  

#### (5)                                  calculationsfor the routing of the inflow hydrographs through the storage facility;

####  

#### (6)                                  hydraulicand hydrologic computer model input and output;

####  

#### (7)                                  elevation-area-storagedata and calculations;

####  

#### (8)                                  elevation-dischargedata and calculations specifically related to the outlet control structuredepicted in the plans; and

####  

#### (9)                                  calculationsfor the overflow structure capacity.

####  

## **505.****        Floodplain submittal**

##  

The applicant shall obtain approval from IDNR-OWR and FEMA, whenrequired, for all new base flood and floodway determinations or as required bythese agencies. Documentation showing evidence of approval by or application tothese agencies shall be submitted with the application. At a minimum, thefollowing material shall be submitted for approval with the application:

 

27

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### (a)                                  regulatoryfloodplain determination;

###  

#### (1)                                  providesource of flood profile information; and

####  

#### (2)                                  provideall hydrologic and hydraulic study information for site-specific floodplainstudies and floodplain map revisions;

####  

### (b)                                 floodwayhydrologic and hydraulic analyses for the following conditions:

###  

#### (1)                                  existingconditions;

####  

#### (2)                                  proposedconditions;

####  

#### (3)                                  tabularsummary of 100-year flood elevations and discharges for existing and proposedconditions;

####  

#### (4)                                  calculationsused for development of the hydraulic model; and

####  

#### (5)                                  hydraulicand hydrologic computer model input and output;

####  

### (c)                                  floodplainfill and compensatory storage calculations for below and above the ten-yearflood elevation up to the base flood elevation:

###  

#### (1)                                  tabularsummary for below and above the ten-year flood elevation of fill and compensatorystorage in the plan; and

####  

#### (2)                                  floodeasements when required by this ordinance;

####  

### (d)                                 statewideand regional self-issuing permits (Statewide Permits Nos. 1 through 14 andRegional Permit No. 3):

###  

#### (1)                                  suchinformation as shall show that the development qualifies for the particularpermit in question under the regulations established by IDNR-OWR.

####  

## **506.****        Wetland submittal**

##  

### (a)                                  Theapplicant shall obtain a permit for all regulated activities involving Watersof the U.S. from the appropriate federal and state agencies. For any activitieswhich will directly impact onsite Water of the U.S. but are not regulated byfederal authorities, a narrative description of the wetland size and qualityshall be provided to the Administrator, accompanied by a written Opinion from aqualified wetlands specialist on the applicability of current federal permitsand noting any special procedures which must be followed in connection with theproposed activities. The applicant shall indicate on the plan set the locationof any onsite wetland mitigation required by a USACE permit and, in narrativeform, the location of all offsite mitigation.

###  

### (b)                                 Awetland submittal in accordance with the requirements of this ordinance shallbe required. In general, the submittal will consist of the following material:

###  

#### (1)                                  wetlanddelineation report (USACE format);

####  

#### (2)                                  calculationof required buffer (including size and quality when calculated); and

####  

#### (3)                                  WetlandDelineation Plan drawing showing:

####  

##### (A)                              allexisting and proposed impacted or undisturbed onsite wetlands;

 

28

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##### (B)                                locationof buffers;

#####  

##### (C)                                plantingplan for buffers; and

#####  

##### (D)                               identifyall required wetland management activities.

#####  

#### (4)                                  Forall stream modifications, the following shall be submitted:

####  

##### (A)                              aplan and profile of the existing and proposed channel; and

#####  

##### (B)                                supportingcalculations for channel width, depth, sinuosity, riffle locations, etc.

#####  

### (c)                                  Ifthe development will have a wetland impact, the requirements of Article 4 shallbe met.

###  

## **507.****        Recorddrawings**

##  

The permittee is required to submit record drawings of all permittedstormwater facilities. The record drawings shall be signed and sealed by aprofessional engineer or professional land surveyor who shall state that theproject as constructed is substantially in conformance with the development aspermitted. Record drawings shall also be submitted electronically in Autocadformat.

 

29

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# **ARTICLE6 – LONG TERM MAINTENANCE**

#  

## **600.****        Long termmaintenance**

##  

Unless maintenance responsibility has been delegated to and accepted byanother person under this section, the owner shall maintain that portion of thestormwater drainage system, including any special management areas, locatedupon his land. With the approval of the Administrator, the stormwater drainagesystem and special management areas, or specified portions thereof, may be –

 

### (a)                                  dedicatedor otherwise transferred to and accepted by the permitting authority or otherpublic entity; or

###  

### (b)                                 conveyedor otherwise transferred to and accepted by a homeowner’s association, orsimilar entity, the members of which are to be the owners of all the lots orparcels comprising the development; or

###  

### (c)                                  conveyedto one or more persons or in one or more undivided interests to one or morepersons.

###  

## **601.****        Transfer to permitting authority or other publicentity**

##  

If any portion of the stormwater drainage system r special managementareas are to be dedicated or otherwise transferred to the permitting authorityor other public entity under Section 600 of Article 6, appropriate easementsfor ingress and egress to and maintenance of such portions shall be reservedfor the benefit of such entity on the final plat.

 

## **602.****        Transfer to homeowner’s of similar association**

##  

If any portion of the stormwater drainage system or special managementareas are to be conveyed or otherwise transferred to a homeowner’s or similarassociation under Section 600 of Article 6, then –

 

### (a)                                  appropriateeasements for ingress and egress to and maintenance of such portions shall bereserved for the benefit of such association and the permitting authority onthe final plat;

###  

### (b)                                 theassociation shall be duly incorporated and a copy of the Certificate ofIncorporation, duly recorded, and by laws, and any amendment to either of them,shall be delivered to the Administrator;

###  

### (c)                                  thebylaws of the association shall, at a minimum, contain –

###  

#### (1)                                  aprovision acknowledging and accepting the association’s obligation to maintainthose portions of the stormwater drainage system and special management areasconveyed or otherwise transferred to it under this ordinance;

####  

#### (2)                                  amechanism for imposing an assessment upon the owners of all of the lots orparcels comprising the development sufficient, at a minimum, to provide for themaintenance of those portions of the stormwater drainage system and specialmanagement areas conveyed or otherwise transferred to it under this ordinance;and the payment of all taxed levied thereon;

####  

#### 30

#### 

####  

#### (3)                                  aprovision adopting the plan of long term maintenance set forth in theapplication for a stormwater management permit, with approved amendments;

####  

#### (4)                                  aprovision identifying the officer of the association responsible for carryingout the obligations imposed upon the association under this ordinance;

####  

#### (5)                                  aprovision requiring the consent of the permitting authority to any amendment ofthe bylaws changing any of the provisions of the bylaws required by thisordinance; and

####  

#### (6)                                  aprovision requiring the consent of the permitting authority to the dissolutionof the association; and

####  

### (d)                                 anyconveyance or other instrument of transfer delivered under Section 600 (b) ofArticle 6 shall include a covenant affirmatively imposing upon the associationthe obligations set forth in this section and the association’s affirmativeacceptance thereof.

###  

## **603.****        Conveyance to one or more persons**

##  

If any portion of the stormwater drainage system or special managementareas are to be conveyed to one or more persons under Section 600 (c) ofArticle 6, then –

 

### (a)                                  appropriateeasements for ingress and egress to and maintenance of such portions shall bereserved for the benefit of the permitting authority on the final plat;

###  

### (b)                                 thefinal plat shall contain a legend imposing the maintenance obligations of thissection upon the grantee and his successors in interest as a covenant runningwith the land and incorporating by reference the plan of long term maintenanceset forth in the application for a stormwater management permit, with approvedamendments;

###  

### (c)                                  thefinal plat shall contain a legend reserving the right of the permittingauthority to enter the land to perform the maintenance required in this sectionif the owner does not do so and to place a lien against the land for the costthereof; and

###  

### (d)                                 anyconveyance delivered under Section 600 (c) of Article 6, and any subsequentconveyance, shall include a covenant affirmatively imposing upon the granteethe obligations, restrictions, and provisions set forth in this section and thegrantee’s affirmative acceptance thereof.

###  

## **604.****        Maintenance agreement**

##  

Maintenance of stormwater facilities located on private property shallbe the responsibility of the owner of that property. Before any security isreleased according to Article 10, the applicant shall execute a maintenanceagreement with the City in accordance with the following provisions:

 

### (a)                                  Themaintenance agreement shall guarantee that the applicant and all future ownersof the property will maintain its stormwater facilities, sediment controlsystem, and special management areas.

###  

### (b)                                 Themaintenance agreement shall also specifically authorize representatives of theCity to enter onto the property for the purpose of inspections and maintenanceof the stormwater facilities, sediment control system, and special managementareas.

###  

### 31

### 

###  

### (c)                                  Themaintenance agreement shall be recorded with the Ogle County Recorder.

###  

### (d)                                 Themaintenance agreement shall include a schedule for regular maintenance of eachaspect of the property’s stormwater facilities, sediment control system, andspecial management areas and shall provide for access to the system forinspection of authorized personnel of the City or their representatives.

###  

### (e)                                  Themaintenance agreement shall stipulate that if the City notifies the propertyowner in writing of maintenance problems which require correction, the propertyowner shall make such corrections within thirty (30) calendar days of suchnotification.  If the corrections arenot made within this time period, the City will have the necessary workcompleted and assess the cost to the property owner.

###  

### (f)                                    TheCity has the option of requiring a bond to be filed by the property owner formaintenance of the stormwater facilities, sedimentation control system, andspecial management areas.

###  

### (g)                                 Sincethe volume of the storage facilities must be maintained in order to be aneffective tool in regulating stormwater runoff quantity, upon written requestby the City, the applicant shall be responsible for verifying that the volumeof the pond meets the permitted volume. Storage facility volume verificationshall be performed, signed, and sealed by a professional land surveyor orprofessional engineer. The City has the right to request storage volumeverification at any time after the construction is complete.

###  

Maintenance of stormwater facilities located on public property, orupon easements dedicated to a public authority, shall be the responsibility ofthe owner of that public property or public agency to whom the easement isdedicated. Before any security is released, the applicant shall deposit anamount equal to 100% of an approved estimated probable cost to complete theconstruction of the stormwater facilities, sediment control system, or specialmanagement areas that lie within the public property or dedicated easement,into an escrow account administered by the City to be utilized by that publicproperty owner or public agency for the future maintenance of the stormwaterfacilities, sediment control system, or special management areas.

 

32

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# **ARTICLE7 – ENFORCEMENT AND PENALTIES**

# ** **

## **700.****        Inspectionand maintenance authority**

##  

Pursuant to the authority granted by 55 ILCS 5/5-1104 and 5-1062, theCity may, upon 30 days notice to the owner or occupant, enter upon any lands orwaters within the City for the purpose of inspecting and/or maintaining anystormwater facilities or causing the removal of any obstruction to an affectedwatercourse.

 

## **701.****        Required inspections**

##  

Any development constructed pursuant to a stormwater permit may beperiodically inspected by the Administrator or his representative to ensure itsconformity with this ordinance and the terms and conditions of its permit.

 

## **702.****        Offenses**

##  

### (a)                                  Anyperson who violates, disobeys, omits, neglects, refuses to comply with, orresists the enforcement of any provision of this ordinance (ordinanceviolation), or any requirement or condition in any permit issued pursuant tothis ordinance (permit violation), and, in case of a permit violation, fails tocorrect such violation, omission, neglect, or cease such disobedience,refusal,, or resistance after notice and reinspection as provided below, shallbe guilty of an offense under this ordinance.

###  

### (b)                                 Wheneverthe Administrator determines that a permit violation exists, he shall servenotice of the violation in the manner prescribed in Section 902 of Article 9 tothe permittee. Such notice shall state the nature of the violation and fix adate not less than 10 days after the date of the notice when the site will bereinspected.

###  

## **703.****        Offenses— penalties; remedies**

##  

### (a)                                  Anyperson found guilty of an offense under this ordinance shall pay a civil finein an amount not more than $500.00. Each week the violation continues to existshall constitute a separate offense.

###  

### (b)                                 Inaddition to any fine imposed under this section, the Administrator may revokeany stormwater management permit issued to such person.

###  

### (c)                                  Inaddition to any fine imposed or permit revocation undertaken pursuant to thissection, the Administrator may issue an order requiring the suspension of anyfurther work on the site. Such stop-work order shall be in writing, shallindicate the reason for its issuance, and shall specify the action, if any,required to be taken in order to resume work. One copy of the stop-work ordershall be posted on the site in a conspicuous place and one copy shall be servedin the manner prescribed in Section 902 of Article 9 upon the permittee, ifany, or if none, upon the person in whose name the site was last assessed fortaxes as disclosed by the records of the Supervisor of Assessments.

###  

### (d)                                 Inaddition to any fine imposed under this section, the Administrator may recoverall costs or expenses, including reasonable attorney’s fees, incurred in theenforcement of this ordinance.

###  

### 33

### 

###  

### (e)                                  Inthe enforcement of this ordinance, the Administrator may bring any action,legal or equitable, including an action for injunctive relief, as they deemnecessary.

 

34

----

 

# **ARTICLE8 – GENERAL PROVISIONS**

# ** **

## **800.****        Scopeof regulation**

##  

This ordinance applies to all developments within the Corporate Limitsof the City or seeking annexation into the City. When a development to whichthis ordinance applies occurs within an area that is subject to anothergovernmental entity’s jurisdiction and that governmental entity has astormwater management ordinance or regulation, the more restrictive shallapply.

 

## **801.****        Exemptions**

##  

This ordinance does not apply to developments that have been permitted

 

## **802.****        Interpretation**

##  

### (a)                                  Thisordinance shall be liberally construed to protect the health, welfare, safety,and the environment of the residents of the City of Rochelle and to effectuatethe purposes of this ordinance and the enabling legislation.

###  

### (b)                                 Nothingin this ordinance shall be deemed to consent to, license, permit to locate,construct, or maintain any structure, site, facility, or operation, or to carryon any trade, industry, occupation, or activity.

###  

### (c)                                  Whenprovisions of this ordinance differ from any other applicable law, statute,ordinance, rule, or regulation, the more stringent provision shall apply.

###  

### (d)                                 Theprovisions of this ordinance are cumulative of all other laws, statutes,ordinances, rules, and regulations which relate to the subject matter hereofand, except as otherwise expressly provided herein, nothing in this ordinanceshall be construed as a limitation upon the application or enforcement of anysuch law, statute, ordinance, rule, or regulation. To the greatest extentpossible, the provisions of this ordinance shall be construed to be consistentwith the provisions of such other laws, statutes, ordinances, rules, orregulations, and with each other, to the end that all such provisions may begiven their fullest application.

###  

## **803.****        Warning and disclaimer of liability**

##  

### (a)                                  Thedegree of flood protection provided by this ordinance is considered reasonablefor regulatory purposes and is based upon engineering experience and scientificmethods of study. Increased flooding may result -from causes beyond the controlof any governmental authority. This ordinance does not, therefore, guaranteethat areas outside the floodplain or permitted land uses within the floodplainwill be free from flooding and associated damages.

###  

### (b)                                 Nothingin this ordinance shall be construed or applied in any manner to createliability on the part of or a cause of action against the City, or any electedofficial, or any officer, agent, r employee of any of the foregoing, or anyqualified engineer review specialist or qualified wetland specialist for anyflood damage resulting from reliance on the provision of this ordinance.

###  

## **804.****        Severability**

##  

The provisions of this ordinance shall be severable in accordance withthe following rules:

 

35

----

 

### (a)                                  Ifany court of competent jurisdiction shall adjudge any provision of thisordinance to be invalid, such judgment shall not affect any other provision ofthis ordinance.

###  

### (b)                                 Ifany court of competent jurisdiction shall adjudge to be invalid the applicationof any provision of this ordinance to a particular parcel of land, a particularstructure, or a particular development, such judgment shall not affect theapplication of said provision to any other land, structure, or development.

###  

## **805.****        EffectiveDate**

##  

After its passage, approval, and publication according to law, thisordinance shall take effect on July 1,2003.

 

36

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# **ARTICLE9 – ADMINISTRATION**

# ** **

## **900.****        Enforcement**

##  

The administration and enforcement of this ordinance shall be theresponsibility of the Administrator or his duly authorized representative.

 

## **901.****        Inspections**

##  

### (a)                                  Generalsite grading shall not begin until the Administrator or his duly authorizedrepresentative has certified in writing to the applicant that any necessarysite runoff storage facilities are in place and operational. The Administratoror his duly authorized representative will also conduct periodic inspections ofthe work in progress to be certain that the stormwater facilities are beingconstructed as designed. If any violations of the provisions or requirements ofthis ordinance are noted during such inspections, the Administrator shallnotify the applicant in writing of the items needing correction. The applicantshall have ten (10) calendar days to make such corrections unless given aspecific extension of time in writing by the Administrator. Failure to completesuch corrections within the specified time period shall constitute a violationof this ordinance and the applicant shall be considered in default of anyperformance surety in place with the City of Rochelle.

###  

### (b)                                 Uponnotification by the applicant that the stormwater systems are completed, theAdministrator or his duly authorized representative shall conduct a finalinspection, if the stormwater facilities are found to contain deficiencieswhich require correction, the Administrator or his duly authorizedrepresentative shall notify the applicant in writing of the necessarycorrections. The applicant shall correct such deficiencies within ten (10)calendar days unless given a specific extension of time in writing by theAdministrator or his duly authorized representative. Failure to complete suchcorrections within the specified time period shall constitute a violation ofthis ordinance. Upon finding that the stormwater facilities meet the provisionsand requirements of this ordinance the Administrator or his duly authorizedrepresentative shall issue in writing a notice of stormwater systems completionto the applicant.

###  

### (c)                                  Allprivately owned stormwater facilities may be inspected by representatives ofthe Public Works Department no less than once per year. A written report shallbe filed of the results of any inspection and a copy sent to the property ownerdetailing any problems which need correction.

###  

## **902.****        Service**

##  

Unless otherwise provided herein, service of any notice or otherinstrument under this ordinance may be made upon any person –

 

### (a)                                  byfirst class mail, postage prepaid, addressed to address then on file for suchperson, if any, or if none, to such person’s last known address; or

###  

### (b)                                 byany method prescribed under the Illinois Code of Civil Procedure.

###  

### 37

### 

###  

# **ARTICLE10 – SECURITIES AND FEES**

# ** **

## **1000.****      General security requirements**

##  

### (a)                                  Tosecure the performance of the developer’s obligation to complete theconstruction of the stormwater facilities required by the stormwater managementpermit, and to pay all costs, fees, and charges due under this ordinance, andto fully and faithfully comply with all of the provisions of this ordinance,the applicant shall, prior to the issuance of a stormwater management permit –

###  

#### (1)                                  postthe security provided in Section 1001; and

####  

#### (2)                                  postthe security provided in Section 1002 if an erosion and sediment control planis required under this ordinance.

####  

### (b)                                 Theapplicant shall bear the full cost and responsibility of obtaining andmaintaining the security required by this ordinance.

###  

## **1001.****      Planreview fee**

##  

The applicant shall be responsible for paying a plan review feeestablished under separate resolution by City Council in a form acceptable tothe Administrator.

 

## **1002.****      Developmentsecurity**

##  

### (a)                                  Inall cases, the applicant shall post –

###  

#### (1)                                  aschedule, agreed upon by the applicant and the Administrator, for thecompletion of the stormwater facilities and the erosion and sediment controlsystems required by the permit;

####  

#### (2)                                  astatement of the estimated probable cost to complete the construction of anystormwater facilities required by the permit, which statement is subject to theapproval of the Administrator;

####  

#### (3)                                  astatement of the estimated probable cost to complete the construction of anyerosion and sediment control systems required by the permit, which statement issubject to the approval of the Administrator;

####  

#### (4)                                  asurety, in a form acceptable to the City in an amount equal to 110% of theapproved estimated probable cost to complete the construction of the stormwaterfacilities and erosion and sediment control systems.

####  

### (b)                                 Uponcompletion of the stormwater facilities, the security may be reduced by 90% ofthe amount of the estimated probable cost to complete the construction of thestormwater facilities.

###  

### (c)                                  TheAdministrator may approve periodic reductions in the amount of the securitybased upon the progress of construction. At no time, however, shall more than90% of the total security be released prior to approval of record drawings andfinal inspection. The security required by this section shall be maintained bythe applicant in favor of the permitting authority until construction has beencompleted, vegetation has been established, sediment has been removed from allstormwater facilities, record drawings are received, and the final inspectionhas been performed on the development and approved by the Administrator, atwhich time it shall be reduced. A

 

38

----

 

minimum of 10% of the original amount of the security shall be retainedfor a period of one year after completion of all required stormwater facilitiesand erosion and sediment control systems.

###  

## **1003.****      Construction Inspection Fee**

##  

Prior to issuance of the stormwater management permit, the applicantshall post a security in the amount equal to 4% of the approved estimatedprobable cost to complete the construction of the stormwater facilities and theerosion and sediment control system. The security shall be posted in a formacceptable to the City.  This fee shallserve to offset the cost of inspections performed in association with thisordinance.

 

39

----

 

# **ARTICLE11 FEE-IN-LIEU OF SITE RUNOFF STORAGE**

## ** **

## **1100.****      Fee-in-lieu of site runoff storage**

###  

This section to be determined at a later date.

 

40

----

 

**EXHIBITE**

 

**Preliminary Plan of Development**

 

 

[Drawing of Preliminary Plan of Development]

 

----

 

**EXHIBIT F-1**

** **

**Capacity and Hydrant Flow for Water MainExtensions**

 

City shall provide Ownersthe greater of:

 

1)             1,500 gallons perminute (gpm) at a minimum residual pressure of 35 pounds per square inch (psi)for the entire Subject Property; or

 

2)             the minimum flow andresidual pressure required by the City of Rochelle Fire Department.

 

----

 

**EXHIBITF-2.1**

** **

** **

**Water Main Extension Plan And Specification**

 

*[Drawing of Water Main Extension Plan andSpecification]*

 

----

 

**EXHIBITF – 2.2**

** **

**Cost Breakdown for Water Main Improvements**

** **

**Barth Parcel**

** **
| **Item No.** |   | **Description**                     |       | **Quantity**                      |       | **Unit** |       | **Price**   |       | **Amount** |       |
|--------------|--------|-------------------------------------|------------|-----------------------------------|------------|----------|------------|-------------|------------|------------|------------|
|         |   |                                | ** ** |                              | ** ** |     | ** ** |        | ** ** |       | ** ** |
|         |   | **Water Main**                      |       |                              |       |     |       |        |       |       |       |
| 1            |   | 12-inch  diameter Water Main        |       | 2,800                             |       | LF       |       | $           | 30.00      |       | $          | 84,000.00 |   |
| 2            |   | 20-inch  diameter Steel Casing Pipe |       | 50                                |       | LF       |       | $           | 170.00     |       | $          | 8,500.00 |   |
| 3            |   | Fire  Hydrant, complete             |       | 7                                 |       | Each     |       | $           | 3,100.00   |       | $          | 21,700.00 |   |
| 4            |   | 12-inch  diameter Gate Valve        |       | 5                                 |       | Each     |       | $           | 1,700.00   |       | $          | 8,500.00 |   |
| 5            |   | Ductile Iron  Fittings              |       | 300                               |       | LBS      |       | $           | 5.00       |       | $          | 1,500.00 |   |
| 6            |   | Granular  Backfill                  |       | 1,000                             |       | CY       |       | $           | 17.00      |       | $          | 17,000.00 |   |
| 7            |   | Seeding and  Fertilizing            |       | 2,800                             |       | LF       |       | $           | 3.00       |       | $          | 8,400.00 |   |
|         |   |                                |       |                              |       |     |       | Subtotal    |       | $          | 149,600.00 |   |
|         |   |                                |       |                              |       |     |       | Contingency |       | $          | 14,400.00  |   |
|         |   |                                |       |                              |       |     |       | Engineering |       | $          | 21,000.00  |   |
|         |   |                                |       | **WATER MAIN TOTAL – BARTH** |       | $        | 185,000.00 |        |

 

**Casey Parcel**

 
| **Item No.** |   | **Description**              |       | **Quantity**                      |       | **Unit** |       | **Price**   |       | **Amount** |       |
|--------------|--------|------------------------------|------------|-----------------------------------|------------|----------|------------|-------------|------------|------------|------------|
|         |   |                         | ** ** |                              | ** ** |     | ** ** |        | ** ** |       | ** ** |
|         |   | **Water Main**               |       |                              |       |     |       |        |       |       |       |
| 1            |   | 12-inch  diameter Water Main |       | 2,700                             |       | LF       |       | $           | 30.00      |       | $          | 81,000.00 |   |
| 2            |   | Fire  Hydrant, complete      |       | 7                                 |       | Each     |       | $           | 3,100.00   |       | $          | 21,700.00 |   |
| 3            |   | 12-inch diameter  Gate Valve |       | 2                                 |       | Each     |       | $           | 1,700.00   |       | $          | 3,400.00 |   |
| 4            |   | Ductile Iron  Fittings       |       | 200                               |       | LBS      |       | $           | 5.00       |       | $          | 1,000.00 |   |
| 5            |   | Granular  Backfill           |       | 1,000                             |       | CY       |       | $           | 17.00      |       | $          | 17,000.00 |   |
| 6            |   | Seeding and  Fertilizing     |       | 2,200                             |       | LF       |       | $           | 3.00       |       | $          | 8,100.00 |   |
|         |   |                         |       |                              |       |     |       | Subtotal    |       | $          | 132,200.00 |   |
|         |   |                         |       |                              |       |     |       | Contingency |       | $          | 13,800.00  |   |
|         |   |                         |       |                              |       |     |       | Engineering |       | $          | 20,000.00  |   |
|         |   |                         |       | **WATER MAIN TOTAL – YESAC** |       | $        | 166,000.00 |        |

 

----

 

**EXHIBIT F-3**

** **

**City of Rochelle Water Connection Fees**

 

WATER

 
| Rochelle  Municipal Utilities |   | Effective Date May 1, 2000 |
|-------------------------------|--------|----------------------------|
| City of  Rochelle             |   | Reformatted                |
| Water Rates                   |   | Effective January 1, 2003  |
|                          |   | Sheet 8                    |

 

 

INDUSTRIAL SERVICE WATER RATE #440

General Information

 

Industrial ServiceWater Rate is for Industrial water customers that have a monthly usage of500,000 cubic feet (3,740,000 gallons) during the current billing month or inany of the previous 11 billing months. The variable charge is based on the higher of the current billingmonths’ usage or 40% of the highest usage recorded in the previous 11 billingmonths.  Customers outside the RochelleCity corporate boundaries will be charged two times the charges.

 

Fixed Charge

 

| **Meter Size**   |   | **Charges** |   |
|------------------|--------|-------------|--------|
| < 12”    |   | $           | 207.00 |   |
| =or> 12” |   | $           | 261.00 |   |

 

 

Variable Charge (User Rate)

 

|           |   | **Charges** |   |
|----------------|--------|-------------|--------|
| per cubic foot |   | $           | 0.0137 |   |
| First 100,000  |   | $           | 0.0103 |   |
| Next 1,400,000 |   | $           | 0.0013 |   |
| Next 2,500,000 |   | $           | 0.0013 |   |
| Additional     |   | $           | 0.0052 |   |

 

| or |
|----|

 

| per gallon      |   |   |    |
|-----------------|--------|--------|---------|
| First 748,000   |   | $      | 0.00183 |   |
| Next 10,472,000 |   | $      | 0.00138 |   |
| Next 18,700,000 |   | $      | 0.00017 |   |
| Additional      |   | $      | 0.00070 |   |

 

----

 

**EXHIBITF-4**

 

**IRE Property Map**

 

 

*[Property Map]*

 

----

 

**EXHIBIT G-1**

** **

**Capacity of the Sanitary Sewer System**

 

 

**[RochelleMunicipal Utilities letterhead]**

 

20 December 2002

 

Mr. Jeffrey H. Jacob P.E.

Jacob & Hefner Associates,P.C.

739 Roosevelt Road, Suite 100

Glen Ellyn, IL 60137

 

Dear Mr. Jacob:

 

We have the estimated sewageflow from the Barth and Casey parcels that you provided us.  The Rochelle Municipal Utility wastewatertreatment plan and the associated lift stations and sanitary sewer lines are ofadequate size to handle the volumes you estimated.

 

If you have any other questionsabout RMU sewer services, please contact our office at 562-4155.  We hope we can be of service to you.

 

Sincerely,

 

 
| /s/ Ken  Alberts       |   |
|------------------------|--------|
|                   |
| Ken Alberts            |
| Director of  Utilities |
|                   |
| KDA/jmp                |

 

----

 

Sewage Flow Calculation

DP Partners

Rochelle, Illinois

12/18/02

 
| Assumptions: |   | 15% office  and 4.5 employees per 1,000 SF of office |
|--------------|--------|------------------------------------------------------|
|         |   | 1 employee  per 1,500 SF of warehouse                |
|         |   | 15 gallons  per day per person (from IEPA)           |

 

**Barth**

 
| **Lot** |   | **Total SF** |   | **Office SF** |   | **Warehouse  SF** |   | **Office  Employees** |   | **Warehouse  Employees** |   | **Total  Employees** |      |
|---------|--------|--------------|--------|---------------|--------|-------------------|--------|-----------------------|--------|--------------------------|--------|----------------------|-----------|
| 1       |   | 500,000      |   | 75000         |   | 425,000           |   | 338                   |   | 283                      |   | 621                  |      |
| 2       |   | 500,000      |   | 75000         |   | 425,000           |   | 338                   |   | 283                      |   | 621                  |      |
| 3       |   | 500,000      |   | 75000         |   | 425,000           |   | 338                   |   | 283                      |   | 621                  |      |
| 4       |   | 500,000      |   | 75000         |   | 425,000           |   | 338                   |   | 283                      |   | 621                  |      |
|    |   |         |   |          |   |              |   |                  |   |                     |   | 2,483                |      |
|    |   |         |   |          |   |              |   |                  |   |                     |   | 15                   |  gpd |
|    |   |         |   |          |   |              |   |                  |   |                     |   | 37,250               |  gpd |

 

**Casey**

 
| **Lot** |   | **Total SF** |   | **Office SF** |   | **Warehouse  SF** |   | **Office  Employees** |   | **Warehouse  Employees** |   | **Total  Employees** |      |
|---------|--------|--------------|--------|---------------|--------|-------------------|--------|-----------------------|--------|--------------------------|--------|----------------------|-----------|
| 1       |   | 500,000      |   | 75000         |   | 425,000           |   | 338                   |   | 283                      |   | 621                  |      |
| 2       |   | 500,000      |   | 75000         |   | 425,000           |   | 338                   |   | 283                      |   | 621                  |      |
| 3       |   | 500,000      |   | 75000         |   | 425,000           |   | 338                   |   | 283                      |   | 621                  |      |
| 4       |   | 500,000      |   | 75000         |   | 425,000           |   | 338                   |   | 283                      |   | 621                  |      |
| 5       |   | 500,000      |   | 75000         |   | 425,000           |   | 338                   |   | 283                      |   | 621                  |      |
| 6       |   | 500,000      |   | 75000         |   | 425,000           |   | 338                   |   | 283                      |   | 621                  |      |
|    |   |         |   |          |   |              |   |                  |   |                     |   | 3,725                |      |
|    |   |         |   |          |   |              |   |                  |   |                     |   | 15                   |  gpd |
|    |   |         |   |          |   |              |   |                  |   |                     |   | 55,875               |  gpd |

 

SUMMARY

 
| Total Employees  |   | 6,208  |      |
|------------------|--------|--------|-----------|
| Total Daily Flow |   | 92,125 |  gpd |
| Total P.E.       |   | 931    |      |
|             |   |   |      |
| Peaking Factor   |   | 3.16   |      |
|             |   |   |      |
| Total Peak Flow  |   | 204    |  gpm |

 

----

 

**EXHIBITG–2.1**

 

**Sanitary Sewer Extension Plan AndSpecification**

 

 

[Drawing of Sanitary Sewer Extension Plan and Specifications]

 

----

 

**EXHIBIT G–2.2**

** **

**Cost Breakdown for Sanitary SewerImprovements**

 

**Barth Parcel**

** **
| **Item No.** |   | **Description**                  |       | **Quantity**                          |       | **Unit** |       | **Price**   |       | **Amount** |       |
|--------------|--------|----------------------------------|------------|---------------------------------------|------------|----------|------------|-------------|------------|------------|------------|
|         |   |                             | ** ** |                                  | ** ** |     | ** ** |        | ** ** |       | ** ** |
|         |   | **Sanitary Sewer**               |       |                                  |       |     |       |        |       |       |       |
| 1            |   | 21-inch  diameter Sanitary Sewer |       | 1,400                                 |       | LF       |       | $           | 70.00      |       | $          | 98,000.00 |   |
| 2            |   | 12-inch  diameter Sanitary Sewer |       | 1,400                                 |       | LF       |       | $           | 40.00      |       | $          | 56,000.00 |   |
| 3            |   | 5-foot  diameter Manhole         |       | 3                                     |       | Each     |       | $           | 3,500.00   |       | $          | 10,500.00 |   |
| 4            |   | 4-foot  diameter Manhole         |       | 4                                     |       | Each     |       | $           | 3,000.00   |       | $          | 12,000.00 |   |
| 5            |   | Granular  Backfill               |       | 1,300                                 |       | CY       |       | $           | 17.00      |       | $          | 22,100.00 |   |
| 6            |   | Seeding and  Fertilizing         |       | 2,800                                 |       | LF       |       | $           | 3.00       |       | $          | 8,400.00 |   |
|         |   |                             |       |                                  |       |     |       | Subtotal    |       | $          | 207,000.00 |   |
|         |   |                             |       |                                  |       |     |       | Contingency |       | $          | 20,000.00  |   |
|         |   |                             |       |                                  |       |     |       | Engineering |       | $          | 30,000.00  |   |
|         |   |                             |       | **SANITARY SEWER TOTAL – BARTH** |       | $        | 257,000.00 |        |

 

 

**Casey Parcel**

** **
| **Item No.** |   | **Description**                     |       | **Quantity**                      |       | **Unit** |       | **Price**   |       | **Amount** |       |
|--------------|--------|-------------------------------------|------------|-----------------------------------|------------|----------|------------|-------------|------------|------------|------------|
|         |   |                                | ** ** |                              | ** ** |     | ** ** |        | ** ** |       | ** ** |
|         |   | **Water Main**                      |       |                              |       |     |       |        |       |       |       |
| 1            |   | 21-inch  diameter Sanitary Sewer    |       | 2,700                             |       | LF       |       | $           | 70.00      |       | $          | 189,000.00 |   |
| 2            |   | 36-inch  diameter Steel Casing Pipe |       | 50                                |       | LF       |       | $           | 400.00     |       | $          | 20,000.00 |   |
| 3            |   | 5-foot  diameter Manhole            |       | 6                                 |       | Each     |       | $           | 3,500.00   |       | $          | 21,000.00 |   |
| 4            |   | Granular  Backfill                  |       | 1,400                             |       | CY       |       | $           | 17.00      |       | $          | 23,800.00 |   |
| 5            |   | Seeding and  Fertilizing            |       | 2,700                             |       | LF       |       | $           | 3.00       |       | $          | 8,100.00 |   |
|         |   |                                |       |                              |       |     |       | Subtotal    |       | $          | 261,900.00 |   |
|         |   |                                |       |                              |       |     |       | Contingency |       | $          | 26,100.00  |   |
|         |   |                                |       |                              |       |     |       | Engineering |       | $          | 37,000.00  |   |
|         |   |                                |       | **WATER MAIN TOTAL – YESAC** |       | $        | 325,000.00 |        |

 

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**EXHIBITG-3**

 

**City of Rochelle Sanitary Sewer ConnectionFees**

 

PRICE SCHEDULE OF UTILITY CHARGES AND RATES

FOR SANITARY SEWERAGE AND WASTE WATER TREATMENT

(EFFECTIVE JANUARY 1, 2003)

 

Pursuant to Chapter 11.02 ofthe City Code, this Price Schedule provides user charges and rates for sanitarysewerage and wastewater treatment and replaces and supersedes those charges andrates previously established.

 

SECTION 1:           Residential, Commercialand Minor Industrial

 

A.            Residential,commercial, and minor industrial sewage which is primarily domestic in natureshall be charged the following rates:

 
| **Rate Component**        |   | **Residential,  Commercial. Minor Industrial Customers** |
|---------------------------|--------|----------------------------------------------------------|
|                      |   |                                                     |
| Fixed Charge              |   | $ 4.06 per  month                                        |
| Basic User  Rate          |   | $ 1.28 per  100 Cubic Feet (748 Gallons)                 |
| IEPA  Replacement         |   | $ 0.12 per  100 Cubic Feet (748 Gallons)                 |
| Non-Debt  Funded Projects |   | $ 0.26 per  100 Cubic Feet (748 Gallons)                 |
| Capital  Recovery         |   | $ 1.60 per  100 Cubic Feet (748 Gallons)                 |

 

B.            All wastewaterdischarged into the city sewerage system shall comply with Rochelle CityOrdinance 2663. Residential, commercial, and minor industrial customers withwastewater characteristics which exceed domestic sewage characteristics shallbe charged an additional surcharge rate in accordance with Section 3 below.

 

C.            If sewage is shown tobe other than characteristic of normal domestic sewage, it shall be subject tothe charges associated for the entire group and as stated in this PriceSchedule.

 

D.            Residential SummerSewer Rates. For the purpose of calculating sewer charges for Residential ClassWater customers during the summer months, not more than 125% of the Customer’ sBasic Cubic Feet usage shall be used to calculate the volume sewer charge formonthly billing in July, August, September and October.

 

E.             For the purposeshereof a Customer’s Base Cubic Feet Usage shall be the cubic feet of water useduring the monthly billing period with an ending meter reading date on or afterJune 1 of the billing year. If there is no cubic feet usage during the baseperiod, the customer base will be 600 cubic feet.

 

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SECTION 2:           Major IndustrialCustomers

 

A.            Major industrialcustomers (MIC) are those customers that discharge more than 200,000 gallons ofwastewater per working day in 1990 when construction began on Phase I of thenew wastewater treatment plant. Also included in this class are those customerscurrently discharging more than 200,000 gallons of wastewater per working day.Based upon the concentrations of Biochemical Oxygen Demand (BOD) and TotalSuspended Solids (TSS), the wastewater of some major industrial customers mayrequire pretreatment at the City of Rochelle wastewater treatment plant.

 

B.            MIC Category Iincludes customers with wastewater which is processed through the city ownedand operated pretreatment facility for the purpose of reducing BOD and TSS.

 

C.            MIC Category IIincludes customers whose wastewater does not require pretreatment at the cityowned arid operated wastewater plant.

 

D.            The rates of chargefor MIC Category I and II shall be as follows:

 
|               |   | **MIC Category I** |   | **MIC Category II** |
|--------------------|--------|--------------------|--------|---------------------|
|               |   |               |   |                |
| Fixed Charge       |   | $4.06/month        |   | $4.06/month         |
| Basic User Rate    |   | $1.09/HCF          |   | $0,73/HCF           |
| IEPA  Replacement  |   | $0.22/HCF          |   | $0.13/HCF           |
| Non-debt  Projects |   | $0.06/HCF          |   | $0.06/HCF           |
| Capital  Recovery  |   | $25,132/month      |   | $11,326/month       |

 

E.             The City of Rochelleat its discretion may agree to enter into a separate contract for wastewaterpretreatment and/or treatment with a MIC. Any contract entered into shall bebased on the cost of wastewater treatment, capital recovery, and associatedcosts of the total wastewater plant and system. If no contract is entered into,the MIC customer shall be charged in accordance with this Price Schedule.

 

SECTION 3:           Surcharges

 

A.            A surcharge shall becharged to those users who discharge wastewater into the treatment facilitieswith pollutant concentrations in excess of 250 mg/i of Biochemical Oxygen Demand(BOD) and 300 mg/I of Total Suspended Solids (TSS).

 

B.            The rates of surchargefor BOD and TSS shall be as follows:

 
|   |   | **Effective 1/1/03** |    | **Effective 5/1/03** |
|--------|--------|----------------------|---------|----------------------|
| BOD:   |   | $                    | 0.13/lb |                 | $ | 0.17/lb |
| TSS:   |   | $                    | 0.18/lb |                 | $ | 0.25/lb |

 

C.            Computation ofSurcharge: The concentration of wastes used for computing surcharges shall beestablished by waste sampling. Waste sampling shall be performed as often asmay be deemed necessary by the City and shall be binding as a basis forsurcharges.

 

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| BOD:   |   | Flow (MOD) x B x 8.34 x BC = CS        |
|--------|--------|----------------------------------------|
| where  |   | B = BOD concentration - 250 mg/1       |
|   |   | BC = $0.13/lb BOD **OR**  $0.17/lb BOD |
|   |   | CS = Amount of Surcharge               |

 
| TSS:   |   | Flow (MGD) x  S x 8.34 x SC = CS                                  |
|--------|--------|-------------------------------------------------------------------|
| where  |   | S = TSS  concentration - 300 mg/1                                 |
|   |   | SC =  $0.18/lb Suspended Solids **OR**  $0.25/lb Suspended Solids |
|   |   | CS = Amount  of Surcharge                                         |

 

SECTION 4:           Sewer ConnectionCharge: The sewer connection charge is based on population equivalents (PE) asstated by the Illinois Recommended Standards for Sewage Works.

 
| A.     |   | **Residential**                                          |   | **PB** |   | **Charge** |
|--------|--------|----------------------------------------------------------|--------|--------|--------|------------|
|   |   | Single family dwelling                                   |   | 3.5    |   | $          | 700 |
|   |   | Apartments or multifamily dwelling  Efficiency or Studio |   | 1.0    |   | $          | 200 |
|   |   | 1 bedroom                                                |   | 1.5    |   | $          | 300 |
|   |   | 2 bedrooms                                               |   | 3.0    |   | $          | 600 |
|   |   | 3 bedrooms                                               |   | 3.0    |   | $          | 600 |

 

B.            Commercial

Based on PEfrom IEPA connection permit at rate of $200 per PE, but not less than thesingle family dwelling charge in effect.

 

C.            Industrial

Based on flowand PE from IEPA connection permit at rate of $200 per PE, but not less thanthe single family dwelling charge in effect. Charges for flow will be based onimpacts the industry has to system.

 

D.            In the event acommercial or industrial customer is granted an increase in their IllinoisEnvironmental Protection Agency (IEPA) approved PE then they shall pay aconnection fee equal to the amount of the increased PE.

 

E.             The City Council maygrant an exemption of all or a portion of the sewer connection charge to unitsof government.

 

F.             Existing commercialor industrial customers which construct new connections to the City’s sewersystem would receive a credit in an amount equal to the projected PE reductionfrom their previous sewer connection.

 

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**EXHIBITH-1**

 

**Monetary Contributions By**

**Owners For Road Improvements**

 

 

[Site Map and Description of Monetary Contributions]

 

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**EXHIBITJ.1**

 

**Rail Plans And Specifications**

 

 

[Drawing of Rail Plans and Specifications]

 

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