MONDAY, MAY 16, 2022 - Village of Skokie

#597740

MONDAY, MAY 16, 2022 – 8:00 P.M.

1. Pledge of Allegiance led by Village Clerk Pramod C. Shah.

2. Call meeting to order and roll call. 3. Approve Consent Agenda. * 4. Approve, as submitted, minutes of regular meeting held Monday, May 2, 2022. * 5. Approve Voucher List #1-FY23 of May 16, 2022. * 6. Proclamations and Resolutions. A. Proclamations “50th Anniversary – Bene Shalom Hebrew Association for the Deaf” – June 5, 2022 7. Recognition, Awards and Honorary Presentations. 8. Appointments, Reappointments and Resignations. 9. Presentations and Reports. 10. Report of the Village Manager. A. Axon Body Worn Cameras, Squad Car Camera Systems, Electronic Devices,

Interview 1 Systems and Integrated Drone Platform Systems – Axon Enterprise, Scottsdale, Arizona - $400,075.

B. Facility Management and Programming Agreement for North Shore Center for the Performing Arts – VenuWorks, Ames, Iowa.

* C. Oakton Multi-Use Path Local Public Agency Agreement for Joint Funding. 11. Report of the Corporation Counsel. No Report. 12. Unfinished Business. 13. New Business. 14. Plan Commission. A. Plan Commission Case 2021-31P – Zoning Chapter Amendment: General Zoning

Ordinance Update. 15. Public Comment.

16. Adjournment.

____________________ Items marked with an asterisk (*) indicate they are part of the Consent Agenda that contains routine items or items which have already been discussed by the Mayor and Board at a previous public meeting and require a second reading. Items on the Consent Agenda are passed in one vote at the beginning of the Board Meeting. Prior to the vote on the Consent Agenda, the Mayor will inquire if there is any matter which anyone wishes to remove from the Consent Agenda. If there is an item on the Consent Agenda which you wish to address, please inform the Mayor at that time you wish to remove it from the Consent Agenda.

13555MINUTES of a regular meeting of the Mayor and the Board of Trustees of the Village ofSkokie, Cook County, Illinois held in the Council Chambers at 5127 Oakton Street at 8p.m. on Monday May 2, 2022

Pledge of Allegiance led by Village Clerk Pramod C. Shah.Mayor Van Dusen called the meeting to order.

The Clerk called the Roll. Those present were Trustees Sutker , Robinson, Khoeun, Johnson, PureSlovin , Klein and Mayor Van Dusen

Mayor Van Dusen removed Item A on the Village Manager's office to next Board Meeting in

May for further discussion.

Motion to approve the Consent Agenda with the removal of Item C on the Manager's report.Moved: Trustee Khoeun Seconded: Trustee Sutkcr

Ayes: Sutker, Robinson, Khoeun Johnson, Pure Slovin, KIein and Mayor Van DusenNays: None.

Absent: None.

MOTION CARRIED

* Approve, as submitted, minutes of regular meeting held Monday, April 18,2022.

Omnibus vote.

^Approve Voucher List #24-FY22 of May 2,2022.Omnibus vote.

€:^'.

^•<^

Appointments. Reappointments and Resignations.* A. Resignation

Public Safety Commission: Alicia Case and Earl Nicholas

Omnibus vote.

Report of the Village_M_anager,This item was taken off the Agenda for further discussion.*A. School Crossing Guard Services - Andy Frain Services, Aurora, Illinois.

Motion to concur with staffs recommendation to award a contract for school crossing guard

services to Andy Frain Services.

*B. Water Analytics Services - McKim & Creed, Wilmington, North Carolina - $ 155,400.

Motion to award a contract to McKim & Creed, Wilmington, North Carolina in the amount of

$155,400 for Water Analytics Services.

Omnibus vote,

C. Purchase of Two Refuse Packer Trucks - R.N.O.W., Inc, West Allis, Wisconsin - $560,026.

Motion to award a contract to R.N.O.W.,Inc, West Allis, Wisconsin-in the amount of $560,026

for purchase of two refuse packer trucks..Max Slankard, Director of Public Works answered questions from the Board concerning possibilities of

electric vehicles for Public Works.Moved: Trustee Pure SIovin Seconded: Trustee Klein

Ayes: Sufker, Robinson, Khoeun Johnson, Pure Slovin, Klein and Mayor Van Dusen

Nays; None.Absent: None.

MOTION CARRIED

* D. Catch Basin & Inlet Cleaning - A-K Underground, Inc., Tinley Park, Illinois - $98,000.

Motion to award a contract to A-K Underground, Inc., Tinley Park, Illinois in the amount of

$98,000 for catch basin & inlet cleaning.

Omnibus vote.

13556Meeting of the Mayor and Board of Trustees

Monday, May 2, 2022 Page Two

Report of the Corporation Counsel.

CONSENT:*A. Ordinance 22-5-C-4599

Motion to adopt an ordinance amending Chapter 2, Articie II, Section 2-35 of the Skokie Village

Code pertaining to regular board meetings. This item is on the consent agenda for second readingand adoption.

Omnibus vote.

Public Comment.

These public comments were received by emails to the Board concerning school crossing

guards from Lisa Silverman, Eric Badofsky, Jessica Hornick, Sarah North, and EmilyMiller. Public Comments received by email are available in the Clerk's office.

These residents spoke at the Board meeting opposing the privatization of Crossing

Guards:

Noeile Sullivan, Board member School District 68, Steve Dembo, President of School

District 69, Margaret Ciauson, Superintendent of School District 69, Joe Ruffner, Board

President of School District 68.Lauren Grodnicki spoke about Climate Science and the Sustainable code.

Adjournment.Motion to adjourn at 8:59 p.m.Moved: Trustee Sutker Seconded: Trustee KIein

Ayes: Sutker, Robinson, Khoeun , Johnson, Pure Slovin, KIein and Mayor Van Dusen

Nays: None.

Absent: None.MOTION CARRIED

Pramod Shah, Village Clerk

Approved:

Mayor Van Dusen

Items marked with an asterisk (*) indicate they are part of the Consent Agenda that contains rouEine items or items

which have aiready been discussed by the Mayor and Board at a previous pubiic meeting and require a secondreading. Items on the Consent Agenda are passed in one vote at the beginning of the Board Meeting. Prior to the

vote on Ehe Consent Agenda, the Mayor will inquire if there is any matter which anyone wishes to remove from the

Consent Agenda. If there is an item on the Consent Agenda which you wish to address, please inform the Mayor at

that time you wish to remove it from the Consent Agenda.

VILLAGE OF SKOKIEVOUCHER REPORT #1

May 16, 2022

FUND001-GENERAL FUND $002-WATER FUND

003 - MOTOR FUEL TAX FUND

008 ~ COMMUNITY DEV BLOCK GRANT013 " CASH ESCROW FUND

014-TIF SCIENCE &TECH

020 - CAPITAL PROJECTS FUND

022 - CASUALTY SELF INSURANCE025 - ECONOMIC DEVELOPMENT FUND138 - 2016A REFUNDING BONDS

ALL FUNDS TOTAL $

AMOUNT352/109

36/322

41/496

12/975

8/450

5/860150/593

73/461

14/768

750

696,783


MAY 16, 2022Invoice Ref#

186786186891186622186821186872186949186950187161187160187147187126186869186822186841186850186851186852186853186854186855186789186806186809186810187068186959186960186961186952187142187143187154187162187163187167187107186948186868187109186915186816186982187093187094184690

FY Date

04/27/202204/29/202204/21/202204/28/202204/29/202205/03/202205/03/202205/10/202204/30/202204/30/202204/25/202204/29/202204/28/202204/28/202204/28/202204/28/202204/28/202204/28/202204/28/202204/28/202204/27/202203/06/202204/27/202204/27/202204/30/202204/30/2022OS/03/202204/30/202204/30/202204/30/202204/29/202204/30/202204/30/202204/30/202204/30/202205/06/2022OS/02/202204/29/202204/30/202204/30/202204/27/202204/30/202204/19/202204/19/202201/19/2022

Vendor Invoice Description Amount

1000BULBS.COM

3CE LLC4iMPRiNT!NC

ADVANCE AUTO PARTSADVANCE AUTO PARTSADVANCED CLEANING SYSTEMS INCADVANCED CLEANING SYSTEMS INCADVANCED CLEANING SYSTEMS INCADVANTAGE POLICE SUPPLY INCAL'S CYCLE SHOP

ALAN FFRIEDMAN PH.D., INC

ALLEGIANT FIRE PROTECTION LLCAMAZON CAPITAL SERVICESAMAZON CAPITAL SERVICESAMAZON CAPITAL SERVICESAMAZON CAPITAL SERVICESAMAZON CAPITAL SERVICESAMAZON CAPITAL SERVICESAMAZON CAPITAL SERVICESAMAZON CAPITAL SERVICESAMAZON CAPITAL SERVICESAMAZON CAPITAL SERVICESAMAZON CAPITAL SERVICESAMAZON CAPITAL SERVICESAMAZON CAPITAL SERVICESAMAZON CAPITAL SERVICESAMAZON CAPITAL SERVICESAMAZON CAPITAL SERVICESAMAZON CAPITAL SERVICESAMAZON CAPITAL SERVICESAMAZON CAPITAL SERVICESAMAZON CAPITAL SERVICESAMAZON CAPITAL SERVICESAMAZON CAPITAL SERVICESAMAZON CAPITAL SERVICESAMERICAN PLANNING ASSOCIATIONANAMISKOVICANDERSON LOCK COMPANY LTDANDRES MEDICAL BILLING LTDANTHONY MORRiSONAPR GRAPHICS INCARIENS COMPANYAT&TAT&TAT&T

8FT LED BULB-TYPE 8

CAMERA EQUIPMENT -MALTESE3 MENS SPORT POLO SHIRTSFiLTERSOIL FILTERSCLEANING SERVICESREMAINDER OF INVOiCE . CARPET CLEANING, ETCMONTHLY JANITORIAL SERVICES & GARAGE CLEANING -MAY INVOICE 2022

PELTOR 0.0. GREEN HEADSETS & PTT ADAPTERS-GARCIA

SPD BICYCLE TUNE UPS -JAWORSKI

POLiCE OFFICER PRE-PLACEMENT EVALSINSPECTIONSSPLIT KEY RINGSEQUIPMENT SUPPLIES -MALTESEFD IPHONES FOR AMBULANCESSAFETY VESTS/CLEAN GREENCD HOLDERSOFFICE SUPPLIESOFFICE SUPPLIES-MALTESEMRC SUPPLIESLEVEL GAUGES REPAIR KiTTOOL BAG & CUP HOLDER SUPPLIES FOR APPARATUSDIRECT WATER LINE HOOKUP -MALTESE

MOUSE PADSADDITIONAL PEN REFILLSDRUMCADDIECOMPUTER SUPPLIESAIR REGULATOROFFICE SUPPLIESHEX/TORX SET & SCOPE MOUNTING TOQL-JAWORSKIVARIOUS OFFICE SUPPLIES FOR MARKETING DIVISIONBALLPOINT PENS FOR RECORDS -WERNER

RAM MOUNTS CHARGER AND MOUNTOFFICE SUPPLIESSTORAGE BOXES-CATALA

APA MEMBERSHIP, It CHAPTER, & AiCP MEMBERSHIP RENEWAL FOR DKBD BOND REFUND-SOOS WARREN STREET 204DOORCLOSERS&SUPPUESAPRIL COLLECTIONSCDL ORIVEfiS LICENSE REIMBURSMENTAUDIO/V!DEO SIGNS 9X6 -MALTESEPRO TURN EVGOMOWERPHONE SERVICEPHONE SERVICEPHONE SERVICE

626.93

83.87

87.85

243.86

25.08

6.684.00

2,962.73

7,154.00

19.999.10

360.00

2,096.30

465.00

10.89

265.42

825.00

1,277.45

19.96

6.99

218.86

20.00

115.73

19.79

32.00

22.89

467.95

1,47S.S8

65.00

268.9S

71.17

418.13

32.72

219.96

411.68

20.95

446.00

250.00

691.62

5,453.92

60.00

50.00

27,392.82

2,471.19

1.036.75

2.471.19

VILLAGE OF SKOKIEVOUCHER REPORT#1

MAY 16, 2022Invoice Refff

1870691871371871331871291867SO1871S718681118692518698618713 S187002186846186839187112186987186902186926186991186998187004186917187033186819187029187104186980186981187098187099187100186818186856186858186859186862186863186848186849186844186767185687187110186823186874186962

FY Date

05/05/202205/09/202204/30/202204/30/202204/26/202204/30/202204/27/202205/02/202205/04/202205/09/202204/29/202204/28/202204/28/202204/30/202205/04/202204/29/202204/30/202204/29/202205/04/202204/29/202204/30/202205/04/202204/28/202205/04/202205/06/202204/30/202204/30/202204/30/202204/30/202204/30/202204/27/202204/28/202204/28/202204/28/202204/28/202204/28/202204/28/202204/28/202204/28/202204/26/202203/24/202204/30/202204/28/202204/25/202204/30/2022


ATHLETICOATTORNEYS TITLE GUARANTY FUND INCAUTHORIZED PHOTO SERVICE INC

AUTHORIZED PHOTO SERVICE INCAVALON PETROLEUM CO INCAWESOME CAR WASH LLCAYRES ASSOCIATES !NCSANK OF AMERICABARRY COOELL8ENISTAR/HARTFORD-6795BENJAMIN GRAYBERG & BERGSING LAUBLUE CROSS BLUE SHIELD OF ILLINOIS80NNIEHENNELLY80WDEN, DARSIE8RADLEY MAGGI8RADLEY MAGGIBfiADlEY MAGGIBRIAN BAKERBRISTOL HOSE & FITTING MAIN WRHSCA6 GROUP LLCCARBON DAY EVCHARGiNGCASCADE ENGINEERINGCASCADE ENGINEERINGCDS OFFICE TECHNOLOGIESCDS OFFICE TECHNOLOGIESCDW GOVERNMENT INCCDW GOVERNMENT INCCDW GOVERNMENT INCCOW GOVERNMENT INCCDW GOVERNMENT INCCDW GOVERNMENT INCCDW GOVERNMENT INCCDW GOVERNMENT INCCOW GOVERNMENT INCCENTRAL SQUARE TECHNOLOGIES LICCENTRAL SQUARE TECHNOLOGIES LLCCENTRAL SQUARE TECHNOLOGiES LLCCHICAGO COMMUNICATJONS LLCCHICAGO LAND AGENCY SERVICESCIGNACINTAS COfiPORATiON #22CITYTECHUSAiNCCirc WELDING SALES & SERVICE INC

SUBPEONA FOR MEOiCAL REPORTS - WC LITFILE ft 2202503027887REPAIR OF NIKON SPEEDUGHT SB-700 SN:3034281

REPAIR OF SPD #1 NIKON AF-S LENSE

UNLEADED FUELSQUAD CAR WASHES FOR APRIL 2022GIS SERVICES THROUGH 4/2/2022 - PROJECT:72-0500.09

UB refund for account: 26817

BOOTS & CLOTHING REIMBURSEMENTJUNE PREMIUMS IMRF RETIREESCELL PHONE STIPENDPARKING TICKET HEARINGREIMBURSEMENT FOR PLUMBING COSTSREFUND RE: RAMI ELDAMCAKE FOR JEAN'S RETIREMENT


TRAVEL & TRAININGCELL PHONE STIPENDICE FOR BBQCELL PHONE STIPENDHOSE REELS/ADAPTERS INSTALLATIONBD BOND REFUND-9140 CRAWFORD AVE

DUAL PEDESTAL MOUNTED FLEET STATIONREFUSE/RECYCLING CART LiDSREFUSE CARTSZEBRA PRINTER REPLACEMENTSREPLACEMENT CABLE FOR LPS-112 POWER SUPPLYHP LASERJET PRO M404DW - PRINTER FINANCEHP 58A BLK ORGINAL TONERFOXfTPDF LICENSES QTV 2EREPLACEMENTS REPL BATT #24 F/RBC24LOGI HDC615WEBCAMEPSON T2520URABRiTEHP 30X LASERJET TONER CART BLKCISCO POWER SUPPLY AND STACKING MODULECISCO CATALYST 9300LCRYWOLF - BALANCE DIFFERENCE

INDIVIDUAL E-LEARNING SUBSCRIPTION PLAN - CENTRAL SQUARE

PROQAEMD INTERFACELOAD COOK COUNTY KEY ON RADIOTRANSFER TAX REFUNDREFUND RE; SHARON CAREYUNIFORM SERVICE-AUTO

MEMBERSHIP RENEWALWELDING SUPPLIES

25.00

1,420.00

175.00

245.00

23,793.20

93.00

6,200.00

8.75

380.97

2,432.87

195,00

1,387.50

225.00

1,377.00

55.00

17.50

685,00

195.00

10.98

19S.OO

3,307.60

300.00

6,705,00

1,481.00

29,743.00

2,085.00

40.00

812.86

215.32

342.80

170.56

139,85

36.20

293.88

1,545.00

8,483.00

316.20

350.00

6,500.00

3S.OO

657.00

881.26

111.27

390.00

170.10

VILLAGE OF SKOKIEVOUCHER REPORT ffl

MAY 16, 2022Invoice Refft

1869791869221857191871251867731871751867871867881871501868651871241869301869311869321869371869391869401869411869421868171869661869531869541S67921867931870341868611870571869651868981870011869701868081869051869061871661870871864441871341869071869091871S11871S6186813187058

FY Date

05/03/202205/02/202203/21/202204/25/202204/26/202204/30/202204/27/202204/27/202205/09/202204/29/202204/25/202204/30/202204/30/202204/30/202204/30/202204/30/202204/30/202205/02/202204/30/202204/27/202204/29/202204/30/202204/30/202204/27/202204/27/2022OS/04/202204/28/202205/05/202204/29/202204/29/202204/29/202204/29/202204/27/202204/30/202204/30/202204/30/202205/05/202204/19/202204/30/202204/30/202204/30/202204/30/202204/30/202204/27/202204/30/2022


CLAIM MANAGEMENT CONSULTANTS LLCCLAfM MGMT CONSULTANTS SERVICINGCLARKBAIRD SMITH LLP

CLARKHILLPLCCLEAR CHOICE HEADSETS AND TECHCOLLEGE OF DUPAGECOMMERCIAL CARPET CLEANERS INCCOMMERCIAL CARPET CLEANERS INCCOMMUNITY AN!MAL RESCUE EFFORTCOMPASS MINERALSCONRAD POLYGRAPH INCCONTOUR LANDSCAPING INCCONTOUR LANDSCAPING !NCCONTOUR LANDSCAPING INCCONTOUR LANDSCAPING INCCONTOUR LANDSCAPING INCCONTOUR LANDSCAPING JNCCONTOUR LANDSCAPING fNCCONTOUR LANDSCAPING ?NCCOOK COUNTY TREASURERCOTGCUMBERLAND SERVICENTER INCCUMBERLAND SEfiViCENTER INCCUMMiNSNPOWERLLCCUMMINS NPOWERLLCCURBIOINCDANIEL 5CHULZE D8A DATACOMDAVID 8ADAGLIACCODAVIDPAWLAKDEANO&SCARRYLLCDE8RAPROTT5MANELIZABETH Z!MMERMANELMRIDGE PROTECTION PRODUCTS LLCEMERGENCY MEDICAL PRODUCTS INCEMERGENCY MEDICAL PRODUCTS INCENTERPRISE LEASINGETAK SYSTEMS LLCETS ENVIRONMENTAL Si ASSOCIATES LLCEVIDENT fNCEWS WELDING SUPPLY 1NCEWS WELDING SUPPLY INCFEDEXFEOEXFIRST RESPONDERS WELLNESS CENTERFLOWTECHNICSINC

REPLENISHMENT OF ACCOUNT 4 30 22MONTHLY SEfilVING OF CLAIMS ACCOUNTLEGAL FEES THROUGH FEB.28. 2022

FOR LESAL SERVICES RENDERED THROUGH 4/30/22ENCQREPRO MOTH MC WIDEBAND HEADSETTRAINING FOR NEW POSfTIONSRECONDITIONED WHEELCREDITRECONDITIONED WHEELSSURRENDER FEES FOR SIX KITTENS 22-03503-MAGGI

BULK ROCK SALTFIREFIGHTER PRE-PLACEMENT EVALUATIONS

KR!ER PLAZA LANDSCAPE MAINTENANCEXfilER PLAZA- MULCH, MAY & JUNE 2022 MAINT. REMAINDER OF INVOICE

KRIER PLAZA- MULCH, MAY &JUNE 2022 MAINTENANCE

SOiLAND SOD RESTORATIONSOILAND SOD RESTORATIONSOILAND SOD RESTORATIONAPRIL MAINT/MULCH - CRAWFORD MEDIANS/SE tNDUSTRiAL-REMAiNOER OF INV

APRIL MAINTENANCE/MULCH - CRAWFORD MEDIANS/SE INDUSTRIALTRAFFIC SIGNAL MAINTENANCE FROM COOK COUNTY" FIRST QUARTERPRINTER MNTNCREFUSE TRUCK ECHJIPMENT/ACCESSORIESREFUSE TRUCK EQUIPMENT/ACCESSORIESV BAND CLAMPV BAND CLAMPBO BOND REFUND-9343 LAWLER AVE

UCC COOK / JUVENILE PETITIONS SOFTWAREREIMBURSEMENT FOR OPTIC -BADAGLIACCOCELL PHONE STIPENDFINAL BILL GL LIT POGODZiNSKICELL PHONE STIPENDCELL PHONE STIPENDESCAPE HOOD AND CARRYING CASEN95 AND SURGICAL MASKSSANITIZING SPRAY FOR AMBULANCESCOVERT LEASE RENTAL BiLLING FOR APRIL 2022REFUND PERMIT RECEIPT ft 21854 INVOICE # 00493933PHASE 11 ENVIRONMENTAL SITE 5045, 5049 & 5051 OAKTON ST4-48" SUPERSTICKS W/CASE -MALTESE

02 MEOiCAL GAS AND CHEMECALS02 MEDICAL GAS AND CHEMtCALSSHIPPING CHARGE- PD STEM FOR MALTESESHIPPING CHARGE- PD iTEM FOR NIKOLOPOU105WELLNE5S CHECK PDLABOR/SHOP SUPPLIES

54,286,74

2,335.00

1,726.50

5,270.00

119.00

1,389.00

(140.00)350.00

240.00

20,544.21

480,00

159.73

620.27

386.00

4,446.00

1,560.00

3,562.70

1,003.30

6,167.00

S,848.50

2.533.07

454.12

765,54

69.95

59.95

300.00

1,347.00

502.17

195.00

860.00

195.00

195.00

1,133.65

1.737.00

979.59

5,066.15

100.00

5,400.00

135.46

1S9.72

75.87

17.75

40.98

2,145.00

535.00



1869441868141870531870381870391870401870411870421870431870441870451870461870471870481870491870501870511870061870071870081870091870101870111870141870151870161S7017187018187019187020187021186812186824186825186879186880186881186883186963186993186870186826186782186783186919

P< Date

05/02/202204/27/202205/05/202204/30/202204/30/202204/30/202204/30/202204/30/202204/30/202204/30/202204/30/202204/30/202204/30/202205/26/202204/30/202204/30/202204/30/202204/30/202204/30/202204/30/202204/30/202204/30/202204/30/202204/30/202204/30/202204/30/202204/30/202204/30/202204/30/202204/30/202204/30/202204/27/202204/28/202204/28/202204/29/202204/29/202204/29/202204/29/202205/03/202205/04/202204/29/202204/28/202204/27/202204/27/202204/30/2022


G & L CONTRACTORS INCG & M TRUCKING !NCGARY 5CHWARTZGB SPRINKLER SYSTEMS !NCGBSPRtNKLER SYSTEMS INCGB SPRtNKLEFt SYSTEMS INCGB SPRINKLER SYSTEMS INCG6 SPRINKLER SYSTEMS INCGB SPRINKLER SYSTEMS INCGB SPRINKLER SYSTEMS INCGB SPRINKLER SYSTEMS INCGB SPRINKLER SYSTEMS INCGB SPRINKLER SYSTEMS INCGB SPRiNKLER SYSTEMS INCGB SPRINKLER SYSTEMS INCGB SPRINKLER SYSTEMS INCGB SPRINKLER SYSTEMS INCGB SPRINKLER SYSTEMS INCGB SPRINKLER SYSTEMS !NCGB SPRINKLER SYSTEMS INCGB SPRINKLER SYSTEMS INC68 SPRINKLER SYSTEMS iNC68 SPRINKLER SYSTEMS iNCG8 SPRINKLER SYSTEMS !NCGB SPRINKLER SYSTEMS !NCGB SPRINKLER SYSTEMS iNCGBSPSINKLER SYSTEMS INCG8 SPRINKLER SYSTEMS !NCGB SPRINKLER SYSTEMS iNCGBSPRiNKlER SYSTEMS INCGB SPRINKLER SYSTEMS INCGB SPRINKLER SYSTEMS INCGENUINE PARTS COMPANYGENUINE PARTS COMPANYGENUINE PARTS COMPANYGENUINE PARTS COMPANYGENUINE PARTS COMPANYGENUINE PASTS COMPANYGENUINE PARTS COMPANYGIOVANNI DELAVEGAGLOBAL INDUSTRIALGOLF MILL FORDGRAINGERGRAINGERGRAINGER

CDBG PY214.2A-4255ENFIELD

SPOILS HAULING/DISPOSALCOL DRIVERS LICENSE REIMBURSEMENTWINTERIZED SYSTEM 11/9/21SPRINKLER START UPSPRINKLER START UPSPRINKLER START UPSPRINKLER START UPSPRINKLER START UPSPRINKLER START UPSPRINKLER START UPSPRiNKLER START UPSPRINKLER START UPSPRINKLER START UPSPRINKLER START UPSPRINKLER STARTUPSPRfNKLEfi START UPSPRSNKLER START UPSPRINKLER START UPSPRINKLER START UPSPRINKLER START UPSPRINKLER START UPSPRINKLER START UPSPRINKLER START UPSPRINKLER START UPSPRINKLER START UPSPRINKLER START UPSPRINKLER START UPSYSTEM WINTERZIED 11/5/21SPRINKLER START UPSPRINKLER STARTUPSPRINKLER START UPRADIATOR CAPPURGE VALVE #53BRAKE PARTS#71OiL FILTERSAiR FILTER S395TOIL FILTERS-STOCK

STOCK SUPPLIESREIMBURSEMENT FOR UNIFORM BOOTS -DE LA VEGAMANUAL DRAIN CLEANERTHERMOSTATUTHIUM BATTERIES/IMPACT WRENCHCEILING TILESLOAN MODULE

12,975.00

430.00

60.00

195.00

867.50

269.75

502.75

437.75

347.50

407,50

375.25

757,50

427.50

457.75

360.00

635.50

1,617,25

268.7S

636.00

300.00

300.00

347.50

300.00

269.75

272.50

297.75

497.75

17S.OO

195.00

240.00

547.75

1,022.25

12.4S

31.72

117.53

11,10

6.08

70.17

30.66

135.94

474.75

39.86

258.38

263.54

186.76



1869271869571871481869381869971868471871761871771871781871791S7170187171187172187165187181187182187183187184186947186924187096186S94186903186887186807187128187130187012187127187091186835187022186828186829187054187132187180186860186973186972186989186990187097186899186845

FY Date

04/29/202204/30/202204/30/202205/02/202205/04/202204/18/202204/30/202204/30/202204/30/202204/30/202204/30/202204/30/202204/30/202204/30/202204/30/202204/30/202204/30/202204/30/202205/02/202205/02/202205/05/202204/19/202204/29/202204/29/202204/27/202205/09/202205/09/202204/30/202204/25/202205/05/202204/28/202205/04/202204/28/202204/28/202204/29/202204/30/202204/30/202204/28/202204/29/202204/29/202204/29/202204/29/202204/23/202204/29/202204/28/2022

Vendor

GRAiNGERGRAiNGERGRAINGERGREEN TECH PLUMBINGGREGORY ZURAWSKI

GRUMMAN/BUTKUS ASSOCIATESH & H ELECTRIC COH&H ELECTRIC COH&H ELECTRIC COH&H ELECTRIC COH & H ELECTRIC COH & H ELECTRIC COH & H ELECTRIC COH & H ELECTRIC COH & H ELECTRIC COH & H ELECTRIC COH&H ELECTRIC COH&H ELECTRIC COHARLEY GRAHAMHEADLINE SOLAR LLCHENPQL CONSTRUCTIONHOME DEPOT CREDIT SERVICESHOOK, MARION

IT SUPPLIESICMA MEMBERSHIP RENEWALSICMA MEMBERSHIP RENEWALSICMA MEMBERSHIP RENEWALS!DPHILCMAILLINOIS ORTHOPEDiC NETWORK LLCfLUNOIS STATE POLICE(NLiNGOLLCiNTERSTATE BILLING SEfiViCE !NCINTERSTATE BILLING SERVICE INCIQBAL KALOTASS8SiTOAJG UNIFORMS INCJEAN SCHERJEFFREY DUNNJEFFREY J HOEFUCHJOE1ENNING5JOHN BARKHOOJOHN LOCKER8YJOHN SAMPATH

Invoice Description Amount

MISCELLANEOUS STEMS FOR SIGN SHOPFLUOR BALLASTSDC MOTOR FOR RANGE -PAWLAK

BD BOND REFUND-7634 KARLOV AVE

REIMBURSEMENT FOR GUN SAFE "ZURAWSKf

HVAC AND ELECTRiCAL STUDYNON-ROUTiNE iNVOICES FROM H&H FROM FEBRUARY 2022NON-ROUTINE H&H ElECTRiC INVOICES FROM FEBRUARY 2022NON-ROUTINE H&H ELECTRIC INVOICES FROM FEBRUARY 2022NON-ROUTINE H&H ELECTRIC INVOICES FROM FEBRUARY 2022NON-ROUTINE INVOICES FROM H&H FROM FEBRUARY 2022NON-ROUTINE H&H ELECTRIC INVOICES FROM FEBRUARY 2022NON-ROUTINE H&H ELECTRIC INVOICES FROM FEBRUARY 2022H&H ELECTRIC INVOICE FROM MARCH 2022 - 5419 HARVARD TERRACENON-ROUTINE H&H ELECTRIC INVOICES FROM FEBRUARY 2022NON-ROUTINE H&H ELECTRIC INVOICES FROM FEBRUARY 2022NON-ROUTINE H&H ELECTRIC INVOICES FROM FEBRUARY 2022NON-ROUTINE H&H ELECTRIC INVOICES FROM FEBRUARY 2022BD BONDREFUND-9514TR1PPAVE

BO BOND REFUND-7734 EAST PRAIRIE ROADBO BOND REFUND-S200 GREENWOOD STREETMISC. TOOLS AND HARDWARE

UB refund for account; 17265

CANON PRINTER SUPPLIESMEMBERSHIP DUES FOR ALEX FRANZ - FY2023 (7/2/22 - 6/30/23}MEMBERSHIP DUES FOR JOHN LOCKERBY -FY2023MEMBERSHIP DUES NICK WYATT - FY2023

SURCHARGE FEEJOB POSTING - IT SYSTEMS ANALYSTMEDiCAL RECORDS REQ WC UTSEIZED FUNDS - CASE # 21-6535

TRANSLATION SERVICES FOR VILLAGE OF SKOKIE DIRECTORY OF SERVICES - FINAL PAYMENTTANK AIR PPRE5S #156WATER PUMP ttll3CELL PHONE STIPEND04/30/22-07/29/22 BASE 01/30/22-04/29/22 OVERAGE COPIER SERVICE & MAINT FOR CONTfiACT ffSSO-OlTACTICAL PISTOL RSFLE COUSE FOR LAZARE5CU/VODICKAPOLO UNIFORM SHIRTSCELL PHONE STIPENDCELLPHONE STIPENDCELL PHONE STIPENDCELL PHONE STIPENDCELL PHONE STIPENDREIMBURSEMENT FOR LUNCH MEETING ON 4/21/22REIMBURSEMENT FOR PLUMPING COSTS

124.58

122.68

228.88

1,500.00

199.99

7,470.00

6,091.78

1,523.40

2,298.33

1,340.14

3,964.55

1,595.75

1,595.75

1,857.57

1,453.92

2,360.56

612.68

465.08

300.00

300.00

300.00

2,090.97

17.50

2,249.60

175.00

1,400.00

1,400.00

24.00

so.oo

25.00

721.00

2,005.91

4S7.26

484.49

195.00

2,348.21

580.00

320.00

195.00

19S.OO

390.00

195.00

195.00

52.76

500.00

VILIAGE OF SKOKIEVOUCHER REPORT #1


186857187064186943186740186995187121187032186827186914186933186837186838187085187139187066186815186918186S0418680S18683018683118676318705518698818688418688518687118692018692118678418695518695618711318714418714S187000186913186820186968186928186929186934186936187135186951

Pf Date

04/28/202204/29/202204/30/202204/26/2022OS/04/202205/09/202205/04/202204/28/202204/30/202204/30/202204/28/202204/28/202204/30/202205/09/202205/05/202204/27/202204/30/202204/27/202204/27/202204/28/202204/28/202204/26/202204/29/202205/04/202204/29/202204/29/202204/29/202204/30/202204/30/202204/27/2022OS/03/202205/03/202204/30/202204/30/202204/30/202205/04/202204/30/202204/28/202204/29/202204/30/202204/30/202204/30/202204/30/202204/2S/202204/30/2022


JUDY GALAM BOSJULIAN PRENDIJUSTINWSDEMANKANE MCKENNA AND ASSOCIATES INCKARENSCHEELEKAW. ROOP

KJONES INVESTMENTS, LLC

LAKESIDE INTERNATIONAL TRUCKSLAMARANOERSONLANGTON SNOW SOLUTIONSLAW50N PRODUCTS !NCLAWSON PfiODUCTS INCLAWSON PRODUCTS INCIEADSONLINE LLCLESLIE MURPHYLUCY RUKAViNALYOENOILCOMPANYMACMUNNiSINC

MACMUNNiSINCMACQUEEN EQUIPMENT LLCMACQUEEN EOUIPMENT LLCMARKJOHNSONMAX SLANKARDMAXSLANKARDMCKENNASTORERMCKENNA STORESMENARD5 MORTON GROVEMENARD5 MORTON GROVEMENARDS MORTON GROVEMENARDS MORTON GROVEMENARDS MORTON GROVEMENARDS MORTON GROVEMERIDIAN HEALTH PLAN OF SLLiNOISMGPINCMGPINCMICHAEL BLANCOMICHAEL ZLOTNiKMIKEOEZYN5KIMIKELOCHNERMOORE LANDSCAPES INCMOORE LAN DSCAPES INCNATURES PERSPECTIVE LANDSCAPINGNATURES PERSPECTIVE LANDSCAPtNGNCPERS GROUP LIFE INCNICQRGAS

DAMAGE TO SPRINKLER FROM 2021 CONSTRUCTIONCELl PHONE STIPENDBOOTS REIMBURSEMENTPROF SERVICES - DOCUMENT PREP & REVIEWBD BOND REFUND-8232 KILBOURN AVE


BD BOND REFUNO-4846WRIGHT TERRACE

THERMOSTATKIT#113CLOTHING REIMBURSEMENTAPRIL 2022 MOWINGSINGLE LEG SHOCKWAVEMISCELLANEOUS ITEMS FOR SIGN SHOPSHOP PRO TOWELS FOR StGN SHOPINVESTIGATION SYSTEM SERVICE PACKAGE 6/1/22-5/31/23REIMBURSEMENT FOR ED EXPENSESUPPLIES FOR BUDGET HEARINGSDIESEL FORCE EMISSION SYSTEM KITLAND RENTAL FEESLAND RENTAL FEESREPAIRSSWELL LATCH ftllOCLOTHING REIMBURSEMENTCELL PHONE STIPENDTRAINING LUNCHLEGAL FEES GL LIT - COSOViCLEGAL SERVICES GL LIT COSOVICSPRAY PA! NTDENTEC RESPfRATORSTEEL END FRAME/STEEL RACKINGJAN ITOSiAL SUPPLIESSUPPLIESSUPPLIESREFUND RE: JAN IT ODISHOG!S STAFFING SERVICES FY2022 - APRIL 2022G!S STAFFING SERVICES FY2022 - APR!L2022REIMBURSEMENT FOR OPTIC & CiV!UAN CLOTHES -BLANCOCLOTHING REIMBURSEMENTTOOL ALLOWANCECELL PHONE STIPENDLANDSCAPE MAINTENACE CONTRACT 2021APRIL2022 MA!N5T LANDSCAPE MAINTENANCEAPRIL 2022 - VILLAGE HALL & VILLAGE GREEN MAiNTENANCE

APRIL 2022 - VILLAGE HALL & VILLAGE GREEN MAINTENANCEIMRF/NCPERS LIFE INSURANCENATURAL GAS - 5127 OAKTON

402.48

195.00

309.99

150.00

3,000.00

8.75

300.00

141.93

189.95

6.846.03

201.73

0.30

172.75

6,S38.00

552.97

29,61

2,838.00

911.49

2,742.81

2,477.94

133.26

197.94

195.00

55.72

50.00

470.58

7,32

29.97

1,408.42

22.38

41.15

17.99

1,513.44

11,148.21

1,346.96

1.696.20

87.50

380.00

195.00

5,008.00

2.468.00

590.00

688,00

1,232.00

5,174.00



18G98318698418689718673618703618717318717418696918715S18714618709218709018706718710818680218684318684018689318690118714118691618693518691218706518699918713618683618690018715918683218687318714918706318651118686618686718715218699418705218708618686418678S187153186895186923

FY Date

04/30/202204/30/202204/29/202204/26/202204/30/202204/30/202205/10/202204/29/202205/10/202204/30/202205/05/2022OS/05/202205/05/202204/30/202205/22/202204/28/202204/28/202204/29/202204/29/202205/09/202205/02/202205/02/202204/30/202204/29/202205/04/202205/09/202204/28/202204/29/202205/10/202204/28/202204/29/202204/30/202204/29/202204/20/202204/29/202204/29/202204/30/202205/04/202204/30/202204/30/202204/29/202204/27/202204/30/202204/28/202204/30/2022


NICORGASNJCORGASNICORGASNiCORGASNILES TOWNSHIP DISTSICT 219NIPSTANIPSTANOORUOOfN THASWANINORTHEASTERN !L RESiONAL CRIME LABNORTHERN ILLINOIS UNIVERSITYNORTHSHQRE OCCUPATIONAL MEDICINENORTHSHORE SKOKIE HOSPTiALNORTHWEST MUNICiPAL CONFERENCEOAKTON COMMUNITY COLLEGEOFFICE DEPOT INCOFFICE DEPOT INCOFFICE DEPOT INCOFFICE DEPOT INCOLIVER, JEFF AND STACYPACE SUBURBAN BUSPALE BLUE DOT LLCPATfiiCIAKELLYPAUL REYESPAULWEINMANPAULWEiNMANPOWERDMSPREMIER CUSTOM HOMES LTDPROPERTY PARTNERS OF FOX VALLEY. IL

QUENCH USA iNCRAYMAR HYDRAULIC REPAIR SERVICE !NCREMRED BUSINESS CLASS PROMO PRDTSRICHARD EWILKENROBERT LI BITROSE PEST SOLUTIONSSECRETARY OF STATESECRETARY OF STATESECU RITAS ELECTRONIC SECURITY iNC5HANE LONGSHARPER DOT PRINTING INCSHERWIN INDUSTRIES INCSIMON UNIFORM COMPANY iNCSKOKIE PASNT & WALLPAPERSTAPLES INC.

STEPHEN JAG MANSTEVENLESNiEWICZ

NATURAL GAS -FARGO & LONG

NATURAL GAS - 7424 NiLES CENTER RDNATURAL GAS - 8135 CENTRAL PARK

NATURAL GAS - 5147 MAIN ST

APRIL 2022 - SHARED 1-NET DS3 SERVICES

DRIVER TRAINING -EVOC FOR GRAMIN5 & OR02COICS SPR!NG SESSION TRAINING FOR JAWOR5KICELL PHONE STIPENDMEMBERSHIP ASSESSMENT/MAiNTENANCE AGREEMENT FOR FY22/23REIMBURSEMENT FOR EXTERNSHiP OF ENKHNASAN TAYLOR 8/16/21-6/30-22MEDICAL RECORDS REQ WC LITMED!CAL RECORDS REQ WC LITANNUAL MEMBERSHIP DUES FY22-23TUiTION FOfi LERNER.MALLORCA, GARCSA.L£ViNSON

5KOKIE FIRE - OFFICE SUPPLIES

SKOKiE FIRE - OFFICE SUPPLIESSKOKIE FIRE - OFFICE SUPPLIES

KEURIG K-2500


FEB'2022 LOCAL SHARESUSTAINABIUTY PLAN CONSULTiNG FEESREIMBURSEMENT FOR DAMAGE TO FENCE AL CLAIMCLOTH iNG/TOOLSCELL PHONE STIPENDREIMBURSEMENT FOR CIVILIAN CLOTHES & HOISTER -DC WEINMANPOWERDMS PROFESSIONAL & LEGACY TRAINING RENEWAL 6/4/2022.6/3/2023BD BOND REFUNO-900S TAMAROA TERRACEUB refund for account: 88313

MONTHLY WATER FILTER CONTRACT AT PD -MAY 2022PLOW CYL REPAIRS #143T-SHIRTS FOR FARMERS' MARKET MANAGER AND ASSISTANT

REIMBURSEMENT FOR MEALS ON RECRUITING TRIPCELL PHONE STIPENDABATEMENT SERVICESLICENSE PLATE RENEWAL - 2012 FORD

LICENCE PLATE RENEWAL - 2014 FORD

V100 DOOR ACCESS CONTROLLERREIMBURSEMENT FOR UNIFORM SHIRT "LONGWATER SHUT OFF - DOOR HANGERS

YELLOW TRAFFIC PA! NTUNIFORMSPAINT FOR PUMP HOUSESTORAGE BOXES FOR AC -JAWORSK!REIM8URSMENTFORTRAINSNG ROOM SUPPLIESTRAVEL STRAINING

151.84

1,646.10

164.48

141.64

250.00

1,000.00

650,00

195.00

94,345.00

1,545.00

25.00

25.00

2S,S28.00

5,566.74

4.01

402.03

120.80

492.49

8,75

7,233.31

1,187.75

775.90

699.14

195,00

692.97

7,122.85

300.00

8.75

55.00

554.29

150.72

47.19

195.00

315.00

151,00

151.00

563,78

53.86

426.05

2,385.00

449.50

125.99

80.30

30.25

754.62



186971187120186833186S341871221870031868961870371871891870351871231871401S68891868421871061867511871691871581869961869921868011870S618711118689018709518710518691018691118698S18G958187188186964186967187059186904186908

FY Date

04/30/202205/09/202204/28/202204/28/202205/09/202204/29/202204/29/202204/30/202205/10/202204/30/202204/25/202205/09/202204/29/202204/28/202205/06/202204/26/202204/30/2022OS/OS/202205/04/202204/29/202204/27/202204/30/202204/30/202204/29/202205/05/202205/06/202204/30/202204/30/202205/04/202204/30/202205/10/202204/30/202204/30/202204/30/202204/29/202204/30/2022


STEVEN LESNIEWICZSUM. LUCA

SUNRfSE TREE CARESUNRISE TREE CARE5UNRUN INSTALUkTION SERVICESSUSAN REISB£RGSYNERGY CONSTRUCTION GROUP LLCT-MQBILE USA iNC

TAMSAS. ATOR

THE BANK OF NEW YORK MELLONTHE BLUE LINETHE C!MA COMPANIES INCTHE HOME DEPOT PROTHE SEWER BOSSTHE SEWER BOSSTHELEN MATERIALS LLCTHOMSON REUTERS - WEST

TIFFANY KELLY- SOUND INSIGHT

TIMOTHY GRAM!NSTIMOTHY GRAMINSU S POSTMASTERULINEUNITED HEALTHCARE INSURANCE COUPSUS WATERPROOFING & CONSTRUCTiON COWARD DICKENSWAREHOUSE DIRECTWAREHOUSE DIRECTWASiEGfiEENWEBMARC DOORSWENRO LLCWiLMETTE TRUCK & BUSZERO TECHNOLOGIES LLCZtEBELL WATER SERVICES PRODUCTSZIE8ELL WATER SERVICES PRODUCTSZOLL

CELL PHONE STIPENDUB refund for account; 72719

ROUTINE TREE PRUNING CONTRACT 2020-2021 ZONE 8

ROUTINE PKWY TREE TRIMMING - REMAINDER OF INVOICEBO BOND REFUND-5212 MADISON ST

CELL PHONE STIPENDBO BOND REFUND-S047 FLORALAVEHOTSPOTUB refund for account; 76071

AGENT FEEJUNE1, 2022- MAY 31, 2023

JOB POSTING- FIRE PREVSPCLST

VOLUNTEER INSURANCE RENEWALJULY 12022FEIT 5W(45W) R20 DL DIM LED 3PK -MALTESEVARIOUS NQZZLES/ROOT CUTTING MOTORL80 NOZZLECOMPOST HAULING/DISPOSALCLEAR INVESTIGATIVE SUITE MONTHLY CHARGES -APR!L2022V&H SCREENINGREIMBURSEMENT FOR SCOPE PER UNIFORM LIST-GRAMINS

CELL PHONE STIPENDMARKETING MAIL PRESORTED FY23PLAZA TRASH CANSREFUND RE: HERSCHEL CAMP8ELLSHIPPING-AUTO

BO BOND REFUND-9244 LINCOLNWOOD DRIVEBOOTS REIMBURSEMENTPAPER AND LIQUID TOILETRSES FOR STATIONS 16,17,18

STATION 16,17,18 CLEANING SUPPLIES

BOOTS REIMBURSEMENTOVERHEAD DOOR REPAiR/REPlACEMENTBD BONDREFUND-8614KAfiLOVAVED.O.T. VEHICLE iNSPECTIONS

PITCHERS AND FILTERSDUAL LNG SLEEVESD6MPSTER/NC/SKOSOE TRIANGLE IMPROVEMENT PROJECTECG MONITOR/DEFIBRiLLATOR/PACER

195.00

16.62

3,936.73

5,85135

300.00

195.00

500.00

119.20

59.24

750.00

298.00

1,656.45

27.14

4,044.06

1,205.56

5,751.00

652.39

408.25

864.95

195.00

265.00

24,523.87

344.70

36.00

300.00

229.95

1,546.22

1,595.43

soo.oo

1,595.45

500.00

438.00

6,771.08

1,536.00

2,040.15

98.30

Total: $ 696,782,79

MemorandumMayor's Office

TO: Boapd ofTrustejes

FROM:IVl^q^J

DATE: May 16, 2022

SUBJECT: Proclamation

A Proclamation

"50TH Anniversary - BENE SHALOM HEBREW ASSOCIATION FOR THE DEAF"June 5, 2022

594307 Board of Trustees 5-16-22

WHEREAS, the Village of Skokie congratulates and celebratesCongregation Bene Shalom Hebrew Association of the Deaf, located at 4435Oakton, Skokief on its 50th Anniversary; and

WHEREAS \ Congregation Bene Shalom remains the "only full-servicesynagogue serving the deaf Jewish community in the United States," addressing

congregants in English^ Hebrew and sign language and where all are welcome -deaf and hearing, Jew and non-Jew; and

WHEREAS j /Ae synagogue was founded by the late Rabbi Dr. DouglasGoldhamer, of blessed memory, who taught us that the most important thing we

can do in this life is "Be Kind, Be Kind, Be Kind"; and

WHEREAS) Rabbi Goldhamer truly epitomized the words of the greatprophet Micah, to act justly, love mercy and walk humbly with your God"; and

WHEREAS) we honor and recognize the past 50 years of CongregationBene Hebrew Association of the Deaf and the mentoring that Rabbi Dr. Douglas

Goldhamer instilled in countless individuals, whether Deaf or not in their spiritual

journey.

NOW, THEREFORE, J, GEORGE VAN DUSEN, Mayor of theVillage of Skokie, do hereby proclaim and extend best wishes to CongregationBene Shalom Hebrew Association for the Deaf on its 50th anniversary.

Passed this 16th day of May 2022

George Van Dusen

Mayor

Pramod C. Shah

Village Clerk

595397

MemorandumManager's Office

TO: The Honorable Mayor andBoard of TrusteesVillage C!erkCorporation Counsel

FROM: \K- f ' ^P«J^L-in T. Lockerby, Village Manager

DATE: May 12, 2022

SUBJECT: MANAGER'S REPORTBOARD MEETING OF MONDAY, MAY 16,2022

A. Axpn Body Worn Cameras, Squad Car Camera Systems, Electronic Devices.Interview 1 Systems and Integrated Drone Platform Systems ~ AxonEnterprise, Scottsdale, Arizona - $400,075,The Mayor and Village Board approved a Body Worn Camera (BWC) PilotProgram with the budget that concluded on April 30. Since January 2nd, thirteencameras have been deployed as part of the pilot and it has been a very positiveexperience. In addition, the Skokie Public Safety Commission conducted a reviewof Skokie's Use of Force Polices and received numerous comments from citizensand Public Safety commissioners that expressed their desire for Skokie Police topossess body worn cameras. As part of the pilot program, the Police Departmentbegan researching vendors for body worn cameras and systems.

Police Department staff conducted extensive research of five major vendors and itwas determined that Axon Systems produces and maintains the preeminent bodyworn cameras platform and the most encompassing singte-vendor system for ourPolice Department needs. Therefore, staff is recommending the Skokie PoliceDepartment enter into a five-year agreement for 120 Axon AB3 Model Body WornCameras with unlimited storage, 40 squad car camera systems, 50 Axon "Taser7's", 9 Axon Interview 1 systems, and Axon Air integrated drone platform as we!las associated Evidence.com platform, technology, and software upgrades andthird-party cloud storage. The total annual cost for the equipment and systems is$400,075. The Police Department has committed to utilizing $230,414 of seized,restricted and asset forfeiture funds to offset the cost of the Axon IntegratedSystems for the first year. This purchase will fully implement a Body WornCamera Program. I concur with staff's recommendation and respectfully requestMayor and Board approval to enter into a five-year agreement with AxonEnterprise for a total annual cost of $400,075 for Axon Integrated Systems.

597737

B. Facility Management and Programminct Agreement for North Shore Centerfor the Performina Arts - VenuWorks, Ames, Iowa.In late fall of 2021, the Village received notice that Professional FacilitiesManagement, the North Shore Center for Performing Arts' facility managementand programming firm since 1996, was not renewing their agreement after itsspring 2022 expiration, in January 2022, the Village Issued a request forqualifications and Village staff determined VenuWorks was the most qualified firmto provide facility management and programming services for the Center.VenuWorks currentiy provides facilities management services to nearly 40 venuesacross the country. I concur with staff's recommendation and respectfully requestMayor and Board approval of a Resolution to enter into an agreement withVenuWorks for facility management and programming services for the NorthShore Center for Performing Arts.

C, Oakton Multi-Use Path Local Public Agency Agreement for Joint Funding.Earlier this year, The Villages of Skokie, Morton Grove and Miles entered into anIntergovernmental Agreement (IGA) to govern the construction of a multi-use pathalong the south side of Oakton Street between Gross Point Road and CaldwellAvenue. The construction contract wil! be administered by the Illinois Departmentof Transportation (IDOT) and as such requires a Joint Funding Agreement forState-Let Construction Work. Per the IGA, the Village of Skokie is to enter intosaid agreement with IDOT. I concur with staff's recommendation and respectfullyrequest Mayor and Board approval of a Resolution authorizing execution of theJoint Funding Agreement for State-Let Construction Work with IDOT.

597737

MemorandumPolice Department

Finance Department

John T. Lockerby, Village Manager

Brian B

TO:

FROM:

in^Prendi, Finance Director

DATE: May 12,2022

SUBJECT: Agenda Item - Axon Body Worn Cameras, Squad Car Camera

Systems, Electronic Control Devices, Interview 1 Systems andIntegrated Drone Platform Systems

Background:

The Mayor and Board approved a body worn cameras (BWC) pilot program for the fiscalyear that ended on April 30, 2022. From October 2020 through July 2021, the Village ofSkokie Public Safety Commission conducted its public review of the Police Department's

Use of Force Policies. During this time, numerous comments were received from

citizens, and individuals on the commission, that expressed their desire for the Skokie

Police to possess body worn cameras (BWC). Concurrently with the Village's efforts,the Safety, Accountability, Fairness and Equity-Today Act (SAFE-T Act) was signed into

law which required the Skokie Police Department to deploy body worn cameras byJanuary 1st, 2024. As a result, the Police Department began researching vendors for body

worn cameras.

As law enforcement technology has progressed over the past decade, the Police

Department has added equipment, software and systems which have greatly increased its

capabilities in numerous areas of responsibility. In the interest of both transparency andOfficer safety, camera systems have been introduced into Department vehicles and thedetention facility and are utilized to capture digital evidence. The Department has also

migrated to electronic reporting in the field in order to streamline the process. These arebut a few areas in which these positive changes have been implemented. While these

changes have brought progress and created additional capabilities, they have nevertheless

been accompanied by challenges and have generated new inefficiencies. Specifically,most of these systems are stand-alone technologies with proprietary software supported

by a myriad of vendors. They are not and cannot be integrated or may only be integrated

at great expense. Because these systems do not communicate with each other, significantinefficiencies are created in data entry, information and video retrieval, subpoena and

expungement processing and the like, resulting in substantial time demands on an already

burdened staff.

597698

A

In recent years, vendors have made considerable progress in their efforts to remedy this

serious, universal law enforcement issue. Indeed, they have developed comprehensive

products and technologies which seamlessly address the various functions performed by

law enforcement with a single operating system. With these products, efficiencies may

be improved dramatically. Given these advancements, Police Department staff has

diligently conducted research to attempt to identify the single best and most experiencedvendor capable of meeting Department needs for all required systems, including body

worn cameras. Extensive discussion, inquiries and research of five major vendors was

performed over many months, and it was concluded that Axon Systems produces and

maintains the preeminent body worn camera platform and the best, most encompassingsingle-vendor system for Skokie PD's needs.

The Police Department's In-Car Video Cameras and Investigations Video Management

System were already scheduled for replacement in FY23, and the Department has an

existing contract with Axon for Electronic Control Devices (Tasers). By integratingthese key technologies with the new body worn cameras in a single Axon platform,significant efficiencies and capabilities will be achieved and staff time will be preserved.

Recommendation:Staff is recommending that Skokie PD enters into a five-year agreement for 120 AxonAB3 Model Body Worn Cameras with unlimited storage, 40 "Fleet 3 Squad car camerasystems with ALPR technology and unlimited storage, 50 Axon "Taser 7s, 9 Axon

Interview 1 systems, and Axon Air integrated drone platform as well as associated

Evidence.Corn platform, technology, and software upgrades and third-party cloudstorage. The total annual cost for the equipment and systems is $400,075.

Comments:Purchasing these items together results in significant savings as a result of bundled

pricing. Purchasing the systems simultaneously also creates substantial administrative

efficiencies over the current propriety stand-alone systems. The transition to systems all

using the Evidence.corn cloud platform and advanced software features will reduce the

burden on police records staff, officers, detectives, prosecutors and FOIA compliance

during a time when police transparency is vital to garnering public trust.

The Police Department has committed to utilizing $230,414 of seized, restricted and assetforfeiture funds to offset the costs of Project Code 65, Axon Integrated Systems. In

FY24, FY25, FY26, and FY27, the Police Department will contribute an additional$50,000.00 per year out of various qualifying seizure and asset forfeiture funds.

Cc: Nicholas Wyatt, Assistant Village ManagerJesse Bames, Deputy Police ChiefMichael Aleksic, Assistant Finance Director

597698

Memorandum

Marketing and Public Information Division

TO: Village/h/lanager John 'fy. Loc

(lUL±.FROM:Ann E./Tennes, Director of Marketing and Communications

DATE: May 12,2022

SUBJECT: Facility Management and Programming Agreement - North Shore CenterCenter for the Performing Arts in Skokie

I am pleased to present for Village Board consideration an agreement for facilities management and

programming at the North Shore Center for the Performing Arts in Skokie (Center) with VenuWorks, anAmes, lowa-based firm that provides facilities management services to nearly 40 venues across the

country. VenuWorks was founded in 1996, and their closest client is the Rialto Square Theater in Joliet,Illinois. The types of facilities VenuWorks manages ranges from performing arts venues to sportingarenas and conference/exhibition centers, and many of the performing arts venues also contract with

VenuWorks for programming services,

This recommendation follows a five-month process to secure a qualified, experienced firm for facility

management and programming after die Village received notice in late fall 2021 that ProfessionalFacilities Management (PFM), the Center's facility m anagement and programming firm since 1996, wasreducing the scope of its corporate operations and would not renew their agreement after its spring 2022

expiration. In January 2022, the Village issued a request for qualifications to which VenuWorks

enthusiasticaliy responded and was the most qualified firm to respond. After touring the facility in EateJanuary, and responding to several additional requests for information from Village staff, an agreement

negotiating team was formed that included:

• Nick Wyatt, Assistant Village Manager• Ann Tennes, Director of Marketing and Communication

• Mike Aleksic, Assistant Finance Director

• Alex Franz, Management Analyst

• Al Rigoni, former Village Manager and Chairman of the North Shore Center for the PerformingArts Foundation

• Terry Guolee, Chairman, Performing Arts Center Board

During March, the entire negotiating team as well as Village Manager John Lockerby and Corporation

Counsel Michael Lorge participated in a morning-iong presentation by VenuWorks on their services,

quaiifications and proposal for the Center.

The entire Village team agreed to move forward with an agreement for VenuWorks to provide both

facility management and programming services for the Center that is comparable to the existing

agreement with PFM. As outlined in the attached agreement, specific highlights and responsibilities of theVenuWorks agreement include:

• Term

o Initial five-year term commencing on July 1, 2022.

• Out for convenience for both parties at the three-year point, with 180-day notice.

o Two five-year extension options by mutual agreement.

Docff597781

B

Page TwoVenuWorks Management and Programming Agreement

May 12,2022

• Fees

o The FY23 fee is $180,000, with an annual CPI escalator not to exceed three percent.

o VenyWorks will be eligible to receive an annual incentive fee for reducing the annualoperating subsidy required from the Village for the Center. This base fee is significantlyless than the amount paid annually to PFM.

o VenuWorks has committed to an initial $150,000 capital investment to fundimprovements to the Center's food, beverage and bar services capabilities per the

Village's approval.

a The initial investment will be paid back to VenuWorks over a ten-year period in

$15,000 annual increments.

• VeniiWorks will be entitled to a 15 percent commission on gross food and

beverage sales annually for amounts that exceed $90,000, the traditional amount

of gross food and beverage sales at the Center.

• Programming and Marketing

o VenuWorks will be responsible for programming in both the Center and North Theatersand will manage the facility calendar and oversee the agreements with resident

companies Music Theater Works and Northlight Theater, as well as any rentalagreements.

o The established programming approval process will continue utilizing the PerformingArts Center Board to preview and provide input on potential artists.

o VenuWorks will conduct all facility marketing with an onsite marketing professionalwith knowledge of the Chicago market.

o VenuWorks will provide support to the Performing Arts Center Board and the NorthShore Center for the Performing Arts Foundation.

• Staffingo VenuWorks has committed to making its best effort to retain all existing Center staff by

offering competitive salary and benefits packages.

• Transition

o VenuWorks principals are already in contact with PFM management staff and are

committed to working closely with them on the transition. Specific transition work

reiated to staff recruitment, ticketing system data exchange and more will begin upon

initial approval from the Village Board in advance of the actual agreement inception dateto ensure a smooth transition.

• Oversighto The Village Manager will continue oversight of the agreement and VenuWorks

performance.

VenuWorks principals will be present at the Village Board meeting along with Village staff to provideadditional information as requested.

C: Nick Wyatt, Assistant Village ManagerMichael Lorge, Corporation Counsel

Mike Aleksic, Assistant Finance Director

Doc #597781

MML 5/16/22 Manager's Report

THIS RESOLUTION MAY BE CITED ASVILLAGE RESOLUTION

22-5-R-

A RESOLUTION APPROVING AND AUTHORIZING MANAGEMENTAND PROGRAMMING AGREEMENT WITH VENUWORKS

AT THE NORTH SHORE CENTER FORTHE PERFORMING ARTS

1 WHEREAS, in late fall 2021, the Village of Skokie (hereinafter "Skokie") received notice2 that Professional Facilities Management, the North Shore Center for the Performing Arts in Skokie3 (hereinafter "Center") facility management and programming firm since 1996, was reducing the4 scope of its corporate operations and would not renew their agreement after its spring 20225 expiration; and

6 WHEREAS, following a five-month process to secure a qualified, experienced firm for7 faciiity management and programming, VenuWorks (hereinafter "VenuWorks") enthusiastically8 responded and was the most qualified firm to respond; and

9 WHEREAS, VenuWorks is a firm based in Ames, !owa, that provides facilitiesto management services to nearly 40 venues across the country. VenuWorks was founded in 1996,n and their closest dient is the Rialto Square Theater in Joliet, Illinois. The types of facilities12 VenuWorks manages ranges from performing arts venues to sporting arenas and13 conference/exhibition centers, and many of the performing arts venues also contract with14 VenuWorks for programming services; and

15 WHEREAS, after several months of negotiations, Skokie and VenuWorks are now ready16 to enter into an agreement for the facility management at the Center. Terms of this agreement17 include:18

19 - Initial five-year term commencing on July 1, 2022.20 Out for convenience for both parties at the three-year point, with 180-day notice.21 Two five-year extension options by mutual agreement22

23 - The FY23 fee is $180,000, with an annual CPI escalator not to exceed three percent (3%).24 VenuWorks will be eligible to receive an annual incentive fee for reducing the annual25 operating subsidy required from Skokie for the Center.2627 - VenuWorks has committed to an initial $150,000 capital investment to fund improvements28 to the Center's food, beverage and bar services capabilities per Skokie's approval.29 - The initial investment will be paid back to VenuWorks over a ten-year30 period in $15,000 annual increments.31 • VenuWorks will be entitled to a 15 percent commission on gross food and32 beverage sales annually for amounts that exceed $90,000, the traditional33 amount of gross food and beverage sales at the Center; and34

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1 WHEREAS, the Village Manager will continue oversight of the agreement and VenuWorks2 performance; and

3 WHEREAS, the Village Manager recommended to the Mayor and Board of Trustees that the4 Management and Programming Agreement with VenuWorks for North Shore Center for the5 Performing Arts, be approved substantially in the form attached hereto and marked as Exhibit "1",6 subject to changes approved by the Village Manager or designee and the Corporation Counsel of7 the Village of Skokie;

8 NOW, THEREFORE, BE IT RESOLVED by the Mayor and Board of Trustees of the Village9 of Skokie, Cook County, illinois that the Management and Programming Agreement with

10 VenuWorks for North Shore Center for the Performing Arts, a copy of which is attached hereto andn marked Exhibit "1", or subject to changes approved by the Corporation Counsel and Village12 Manager or designee, be and the same is hereby approved.

13 BE IT FURTHER RESOLVED by the Mayor and Board of Trustees of the Village of Skokie,14 Cook County, iliinois that the Village Manager is hereby authorized to execute the Management and15 Programming Agreement with VenuWorks for North Shore Center for the Performing Arts, a copy of16 which is attached hereto and marked Exhibit "1", subject to changes approved by the Corporation17 Counsel and Village Manager or designee.

PASSED this day of May, 2022.

Ayes:Nays: Village ClerkAbsent:

Approved by me this day ofAttest: May, 2022.

Village Clerk Mayor, Village of Skokie

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Exhibit 1

VenuWorRs Management and Programming Agreement forNorth Shore Center for the Performing Arts

This MANAGEMENT AGREEMENT (hereinaHer "Agreement'), entered into this firstday of July 2022, by and behween the Village of Skokie> an Illinois municipal corporation,5127 Oakton Street, Skokie, It 60077 (hereinafter "SKOKIE") and VenuWorRs of SkokJe.LLC, an Iowa limited Habifity corporation, 1615 Golden Aspen Drive, Suite 107, Ames, IA50010 (hereinafter "VENUWORKS") (hereinafter collectively "Parties").

WHEREAS, SKOKIE is the owner of a performing arts building with two theatersorganized as and known as the North Shore Center for the Performing Arts. (hereinafter"Facility"); and

WHEREAS, VENUWORKS is in the business of providing management,

programming, operations and marketing services to similar facilities, and possesses the

knowledge and expertise to manage and market the Fadtify; and

WHEREAS, VENUWORKS is a wholEy owned subsidiary ofVenuWorks, inc.

(hereinafter "VWI"), and enjoys the benefits of a services contract with VWI (A copy of which

is attached hereto as Exhibit T") for ongoing support, guidance and consultation to be

provided to VENUWORKS by VWI in the cotnpletion ofVENUWORKS' responsibi lilies toSKOKIE as defined herein, and;

WHEREAS, SKOKIE is desirous of having VENUWORKS provide management,programming, operations, and marketing services, and VENUWORKS desires to acceptsuch engagement on the terms and conditions set forth herein.

NOW, THEREFORE, in consideration of the mutual promises contained herein and

other consideratk>n the sufficiency of which is hereby acknowledged, the Parties hereto

agree as follows:

597618 VOSVENUWORKSNSCPAMMLVER 6 FtNAL EXECUTION V6R 6-12-22 1 |Pag 8

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ARTICLE ONERETENTION OF VENUWORKS

SKOKIE hereby retains VENUWORKS as an independent contractor for the purpose

of performing the services described in this Agreement. Subject to the terms and coroJitions

set forth herein, VENUWORKS agrees to provide management, programming, operations.and marketing services in accordance with this Agreement, and consistent with policies

approved by SKOKIE. VENUWORKS agrees to use its best efforts to maximize revenues

generated from the Facdtty, including, \A/ittx)ut limitation, marketing and saies and event

production and promotion and otherwise managing the Facility in accordance with this

Agreement. In providing these services VENUWORKS shall manage the Facility in

accordance with sound business practices. industry standards and direction from SKOKIE.

The Parties to this Agreement acknowledge that SKOKIE shall retain title andownership of the Facility and that VENUWORKS shall not acquire title to, any securityinterest in, or any rights of any kind in or to the Facility (or any income, receipts, or revenues

there from) and shall not pledge, encumber or put at risk the title and ownership of the

Facility. Any mark on title or ownership of the Facility directiy or indirectly from actfons of

VENUWORKS shall be cured by VENUWORKS at its expense.

Notwithstanding the provisions of this Article, and as more fuliy set forth in Article 3.2,

SKOKtE shail retain its authonty to direct the postponement or cancelation of an event due

to exigent circumstances and safety concerns including if demonstrated in good faith a

decision to temporarily close the Facility to resolve the circumstances or safety matter.

ARTICLE 2COMMENCEMENT DATE AND TERM

This Agreement shall be for a term of five (5) years, commencing on July 1 , 2022

(hereinafter "Commencement Date") and expiring on June 30, 2027 (hereinafter Term").

The Term of this Agreement may be extended, by the mutual agreement of the Parties. for

two five-year extensions, unless terminated earlier as set forth herein.

ARTICLE 3MANAGEMENT AGREEMENT

3.1 PTQVision of Services. During the term and any renewal term of this Agreement,VENUWORKS sha!l provkle the services set forth in this Article 3.

3.2 Grant to VENUWORKS. During the term of this Agreement, SKOKIE grants toVENUWORKS the right to manage, program, operate, market, and maintain the Facility,

597618 VOS VENUWORKS NSCPA MML VER 6 FINAL EXECUTION VER 5.12.22 2 | P 3 Q 6


including food and beverage sates, sponsorship sales and advertising at the Facility.

VENUWORKS shall seek consultation with SKOKIE, including advance discussbns and

approval of any significant changes or innovations to the Facility building interior or exterior.

or its operatbns concerning progratnming. inckjding the Performing Arts Center Board

(hereinafter TACB") or its successor as klentified by SKOKIE. The proceeds of all satesresulting from any changes or innovations shatl accrue to SKOKIE.

3.3 VENUWORKS1 Responsibilities. During the Term of the Agreement. VENUWORKSshail assume management responsibilities as set forth below and pursuant to Article 3.2.

Where VENUWORKS is required to direct or arrange for services or material,

VENUWORKS shall employ a!) persons performing such services or shati conlract with a

third party for the performance of services. The following are representative and antrcipated

services which VENUWORKS shall provide notwithstanding other services that may berequired to fulfi!) Hs obligations under ttiis Agreement.

3 3.1 Marketing and Promotion. VENUWORKS shall direct all marketing activities

which shall be undertaken so as to maximize the use of the Facility by all persons,

including independent promoters and Affiliates of VENUWORKS so as to providemaximum Revenue, as defined in Paragraph 3.3.14 below for the Facility and

accessibility for the community to the Facility. VENUWORKS shail be responsible forensuring that appropriate programs are booked into the Facility and that suitable

media coverage is obtained and shall coordinate such efforts with SKOKIE pursuant

to Article 3.2. VENUWORKS shall market and promote the FadiEty in multiple

markets and shall include a large variety of programming and events throughout the

North Shore and Chicago markets to effectively target ticket buyers. Marketing shall

include, but not be limited to print, radio, internet, social media such as Facebook,

TV-cable, online targeting and retargeting.

3.3.2 Scheduling. VENUWORKS shall develop and maintain all schedules for

events hekl at the Facility and scheduling shall be accomplished in accordance with

applicable law, and in a manner to maximize the use of the Facility so as to provide

maximum Revenue for the Facility and accessibility for the community to the Facility.VENUWORKS shall use an event rental agreement acceptable in form to SKOKIE.

The parties understand and agree that VENUWORKS shall be empowered tonegotiate event agreements as SKOKIE'S agent, subject to SKOKIE'S reasonable

approval. VENUWORKS may deviate from standard rental rates when such

negotiation is deemed by the Parties to be in the best interests of the Facility.

3.3.3 Programming. VENUWORKS shall identify and gather information on potentja!

touring acts, evaluate touring histories, prepare indh/idua! event budgets, and subject

to SKOKIE's review and approval, select at teast 12 Center Theater presentations

597618 VOSV£HUWQFa<SNSC!;'AW?tLVER 6 FINAL EXECUTICMVERM2.22 3j P ags

Page 5 of 84VOS DOCS-#597748-v1 -Resolution_Approving_VenuWorks_l\/lanagemenL^Programming_Agreement_North_Shore_Center_for_the_Performing_Arts

which shall comprise approximately 20 performances annually. VENUWORKS shallprovide SKOKIE monthly with a report of mainstage events that it is pursuing. (Thisreport shall be similar to Exhibit "B" attached hereto and incorporated by reference.)

It is SKOKIE's intention lo rely on the expertise ofVENUWORKS to identify, assess

and obtain programming that is appropriate for the Facility and the SKOKIEcommunity. The PACB shall have the right to veto programming recommendations

made by VENUWORKS staff. Actton by the PACB may occur at regularly scheduledPACB meetings, or wa email when notification of a potential event is emailed to

PACB members. On receipt of such emails, PABC members shall have just 48 hours

to respond, due to the extremely dynamic nature of booking entertainment events.

Should PACB reject or decline any of the programming proposed by VENUWORKS,then VENUWORKS may with the approval by SKOKIE, choose to rent the Facilityand present the event at its own risk,

Following approval from the PACB, VENUWORKS shall submit offers to agencies,

negotiate terms and execute contracts. Upon request by SKOK!E, VENUWORKS

shall make available at! contracts and supporting ctocuments for any and all

programming at the Facility within five (5) business days of the request.

VENUWORKS shall set tictot prices for presentations, including estabtishment ofdiscount and complimentary ticket poticies, if any. In addition, VENUWORKS shall

book and administer the Youlheatre Series at the Facility, the same methods as the

mainstage presentations set forth above.

VENUWORKS as part of its planning and budgeting, shall use its best efforts tosecure sponsorships to help support programming efforts for performances in each

season and al! performance opportunities, VENUWORKS shall provide to SKOKIEas part of te annual budget an estimate of sponsorships and grants for the coming

season. V6NUWORKS shaft include sponsorship revenues in its monthly reports as

described in Section 4.4 herein.

VENUWORKS shall continue to brand the Facility consistent with its current brandingand programming and shall not change the branding without consulting with andobtaining the approval of SKOKiE in writing and in advance of such changes.

VENUWORKS shall comply with and administer the agreements with current and

future theater resident tenants including but not limited to Music Theater Works and

Northiight Theatre. VENUWORKS shall comply with and fulfill a!) requirements of theagreements including managing the Facility calendar, managing the revenues from

box office receipts and all other provisions within VENUWORKS authority andresponsibilities, (See the agreements for Music Theater Works and NorthtightTheatre attached hereto and incorporated by reference as Bchibfts "D" and "E"

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respectively.)

V6NUWORKS shall prepare and present to the Village an annual programmingbudget in a format similar to Exhibit "C" attached hereto and incorporated by

reference. On a monthly basis, VENUWORKS shall produce a financial summary

that mirrors the format presented, reflecting the actual results of programming efforts.

for the Mainstage and Youtheafre. On an annual basis, in conjunction with the

Facility audit, the auditors shall also review financial data supporting theprogramming results and provide the Village with a separate and combined report of

year-end results from operating and programming based on the programming

presented, grants and conlributions received, and overhead expenses incurred as

outlined h the Budget.

3.3.4 Food & Beverage / Concessions. VENUWORKS shall be responsibfe for

providing top quality food and beverage services at the Facility, providing a menu of

products and efficient patron service, consistent with the qualrty expected by

SKOKIE. VENUWORKS shall include itfflnized food/beverage revenues and

expenses in monthEy reports, as described in Sectton 4.4 herein. Any changes to the

food and beverage service equipment and location of deliver/ within the Facility shallbe approved by SKOKIE in advance. VENUWORKS shall comply with alf applicabieVillage health and sanitatton code requirements.

3.3.5 Facility Maintenance. VENUWORKS shall perform ail routine maintenance

work, the expense of which shall be considered an Operating Expense as described

in Exhibit A. VENUWORKS shall carry out work required by SKOKiE which shall belimited to ordinary maintenance and repairs whfch do not exceed a total annual

expense of $25,000 or increase the value or extend the life of an asset at the Facility.

3.3.6 Custodial and Cleaning Services, VENUWORKS shall provide or cause to be

provided ati routine cleaning and janitorial services al the Facility, the expense of

which shall be considered an Operating Expense as described in Exhibit A.

3.3.7 Pest Control. VENUWORKS shall direct all necessary pest contra! services,

whether performed by VENUWORKS or a pest control service engaged byVENUWORKS, the expense of which shal! be considered an Operating Expense as

described in Exhibit A.

3.3.8 Snow Removal. VENUWORKS shail direct all snow removal services on the

east parking lot, pathways and sidewalks adjacent to the Faciiity, the expense of

which shall be considered an Operating Expense as described in Exhibit A.

5S7618 VOS VENUWORKS NSCPA WWL VER 6 FiNAL EXECUTION VER 5-12.22 S | Pa g e

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3.3.9 TrashJ^emoya!. VENUWORKS shall direct removal of all trash from the Facitityand agrees that it shall not permit any emptoyee, concessionaire, or caterer to place

refuse outside the buildings on the Fadtity. except in designated trash containers, the

location of which shall be approved by SKOKfE.

3.3.10 Operationai Services. VENUWORKS shali direct alt services required to

stage (set up and tear down) the Facility for each event, including but not limited to.

services involving the stage area, sound system, lighting system, stage rigging^

dressing area, stage equipment, loading in and loading out. VENUWORKS shall hire

and manage ati management staff, ticket sales personnel, ushers and otherpersonnel required for the operation of the Facility, including but not limited to, ticket

taking, novelty sales, program distributions and assistance to patrons generally,

including people with disabilities.

3.3.11 Ticket Sales, VENUWORKS shall direct all aspects of ticket sales for events

and activities inciuding computerized tickets, utifizing its national contract with

Ticketmaster to provide state of the art equipment and software to the Facility at no

cost to the VILLAGE. VENUWORKS shall arrange a Licensed User Agreement with

Ticketmaster exciusivety for the Facility. Ticket sales services shall include ordering,

selling, and accounting for tickets, reporting ticket revenues for a given event for each

user of the Facility, cash, check, and credit card processing, complete auditing, and

accounting for each event, and provkling an accounting of the event income and

expenses within ten days after each event is held. The per ticket amounts chargedby Ticketmaster to the Facility, often call "Inside Charges', shall be an operating

expense of the FaciSity as defined in Exhibit A. VENUWORKS. in consultation with

SKOKIE, shall set unique customer service charges consistent with past practice atthe Facility. VENUWORKS shall continue the "Skokle Rush" program for day-ofticket purchases by Skokie resktents. Service charge revenues shall accrue to the

Facility. Ticketing revenues and expenses shall be reported in the monthly financial

reports as described !n Section 4.4 herein.

3.3.12 Secunty. VENUWORKS shall arrange for proper security for events at the

Facility and for general security when events are not in progress. Such security may

be provided by VENUWORKS or by contract, in its discretion. VENUWORKS shallreview and coordinate exterior crowd management and traffic control with appropriate

local authorities.

3 3.13 Licenses and Permits. VENUWORKS shall obtain and maintain all Iteenses

and permits necessary for management and operation of the Facility, subject to the

local procedures for the granting of such Ircenses and permits.

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3.3.14 Revenue^LBsLnk Accotjnts and Payment of Operattna Expenses.

VENUWORKS shall be responsibte for the collection of all Revenues and payment ofOperating Expenses, as defined in, including payment and remittance of applicable

sales taxes. As used herein, "Revenue" is defined as the total amount received by

VENUWORKS or any other person or entity operating on VENUWORKS' behalf from

third parties, directly or indirectly arising out of or connected with and on behaif of the

Facility, including without lirnstation, transactions for cash, credit and credit card sales,

less applicable sales taxes. VENUWORKS, in cooperatbn with SKOKIE, shal

establish two separate commercial bank accounts. These accounts shali be in the

name of VENUWORKS and utilize VENUWORKS' federal identification number,Signatories shall include those individuals as deemed appropriate by VENUWORKS

and SKOKIE. The names of the commercial accounts shall be the Operating

Account and the Box Office Account. Revenues from the sale of tickets to events at

the Facility shall be deposited by VENUWORKS in the Box Office Account. Afterpayment from such ticket sates Revenues of all event-related expenses, and within

tv/enty-four hours after the end of the event, VENUWORKS shall transfer the

remaining event ticket sales Revenues to the Operating Account.

Ai! other Revenues generated by use of the Facility and collected by VENUWORKSshall be deposited in the Operating Account. VENUWORKS is authorized to makedisbursements from the Box Office Account to promoters or performers in any

amount due the theater resident tenants, performer or promoter as per contracts with

them, and to pay budgeted Operating Expenses from the Operating AccountSKOKIE shalf be authorized at any time, to obtain information and records from the

bank concerning such accounts and to inspect the same. It shall be an Event of

Default, as defined below, entitling SKOKIE to terminate this Agreement, if

VENUWORKS withdraws any money from the Operating Account or the Box OfficeAccount except in accordance with this Agreement. Interest accrued in these

accounts shall be revenue to the Facility and belong to SKOKIE.

3.3.15 Petty Cash and Change Funds: VENUWORKS and SKOKfE agree that any

and all petty cash and change funds shafi bebng to the SKOKiE. These funds shall

be returned to the SKOKIE at the end of the Term.

3.3.16 Cash Discrepancies: VENUWORKS shall be responsible for any cash

discrepancies resulting from errors made in making change at cash sale points.

3 3 17 Staffing; VENUWORKS shall be responsible for supervision and direction ofati personnel staffing at (he Faciiity. Ail Facility staff shall be in the employment of

VENUWORKS. A!l expenses associated with frie employment of staff shall beconsidered operating expenses of the Facility. Pre-employment and relocation

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expenses must be pre-approved by SKOKfE. SKOKiE has the right to participate inthe recruitment, interviewing and hiring of the Executive Director of the FadSity,

including the creation of a recruiting task force to work with VENUWORKS in tho

hiring process. Any mdivklual being conskjered for the position of Executtve Director

shall be approved by the SKOKIE Village Manager prior to any position being offered

or negotiated with the candklate.

VENUWORKS shall determine staffing needs to provide programming services butshall at all times include at least one full-time positun at the Facility who is primarily

dedicated to programming, and who possesses knowledge of the Chicago andsuburban Chicago markets. VENUWORKS employees shaff report to VENUWORKS'

on-site Executive Director, with oversight from VENUWORKS corporate personnel.

3.3.18 Additronaf Duties, VENUWORKS shall be required to provide, on a timely

basis, information, data reports, and proposed solutions to repairs and other issuesas may bs reasonably requested by SKOKiE, together with such other services

consistent herewith as SKOKIE may reasonably require. Should VENUWORKS

become aware of or receives notice of a deficiency, disrepair, broken condition of the

parking lots or parking garage, regardless of ownership, it shall report the matter to

the appropriate owner of the property within 48 hours.

3.3.19 Use of SKOKiE Equipment. VENUWORKS sha!l use equipment at the

Facility in performance of its obligations and shall confirm that the operator ss properly

trained in the safe use of the equipment. SKOKIE and VENUWORKS shall conduct

an inventory of Facility equipment to be used by VENUWORKS during thisAgreement SKOKIE stipulates that as of the last inspectton by SKOKIE staff, the

Facility is in compliance with at! building, fire and safety codes. Notwithstanding the

provision above, any damage to SKOKIE equipment due to negligence by

VENUWORKS staff, employees or its authorized users shall be the responsibility ofVW) to repair or replace.

3.4 Written Powers Reserved to SKOKIE. In addition to other provisions of the

Agreement, SKOKIE shaii have right of prior written approval in connection with thefollowing:

(a) The Annual Budget; and(b) The Business Ptan, as defined below; and

(c) Any expenditure for personnel or equipment in excess of budget; and

(d) Any booking of events involving risk of SKOKIE funds; and(e) Physical changes to the Facility, including but not limited to seating,

staging, food services and lobby design or furnishing.

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As used herein the phrase "SKOKIE approval" shall mean approval by the SKOKIEVijfage Board, the Performing Arts Center Board or the SKOK1E Village Manager's

office, whichever is designated and authorized to grant each approval by the SKOKIEVillage Board,

3.5 Relationship of Parties, VENUWORKS is an independent contractor of SKOKIE and

shat! not be deemed to be an employee, joint venture, or partner of SKOKIE except for

those matters which are specificaily addressed in this Agreement

3.6 Business Plan. Within sixty (60) days after the date of this Agreement, VENUWORKS

shal! submit to SKOKIE a complete and updated business plan for the fiscal year

ending June 30, 2023 (hereinafter "Business Plan") to be adopted by SKOKIE and

followed by VENUWORKS. The Business Ptan shall be subject to the prior written

approva! of SKOKIE. The Business Plan shall be a marketing plan and a projection of

Revenues and Operating Expenses for the year and shall include an analysis of the

basis and assumptions underlying each line stem of Revenues and OperatingExpenses. VENUWORKS shail submit a Business Plan on an annual basis and shaii

deliver the same to SKOKIE contemporaneously with the delivery of the Annual

Budget. The Business Plan shall in no way become a performance obligatkm for either

SKOKIE or VENUWORKS but serve as a management blueprint to monitorVENUWORKS' performance.

3.7 Relationship with SKOKIE. VENUWORKS shall provide ali of its Management

Services n a manner which shall ensure full compliance with all SKOKIE requirements.

ARTICLE 4ANNUAL BUDGET

4.1 DeiiyeryofBudsst No later than February 1 of each year or as otherwise requested

by SKOKIE, VENUWORKS shall submit to SKOKIE Village Manager a proposed annual

operating budget for the ensuing year, listing all projected Revenues and Operating

Expenses by category, broken down by month, with explanations and assumptions for eachRevenue and Operating Expense line item. The proposed annua! budget shail include a

proposed rental and fee schedule for events proposed to take place in the Facility for the

ensuing year.

4.2 Review of Budget. The proposed annual budget shall be submitted to the Performing

Arts Center Board for its review after it is reviewed and approved by the SKOKIE Village

Manager no later than March 1 each year. Upon approval by SKOKIE, the proposed

annual budget shall become the final annual budget (hereinafter "Annuai Budget") for theyear. If SKOKIE objects to the proposed Annual Budget or any part thereof. VENUWORKS

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shall be obligated to promptly respond to each such objectton and revise the proposed

Annual Budget.

4.3 Revision of Annual Budget. VENUWORKS and SKOKIE may revise the Annual

Budget at any time by written direction from the SKOKIE Viffage Manager.

4.4 Certifed Statements, VENUWORKS shall defiver to SKOKIE. within twenty-five (25)days after the end of each calendar month and within forty-five (45) days after the end ofeach fiscal year, a true and correct statement, certified as true and correct by

VENUWORKS' Facility Executive Director and VENUWORKS' Chief Financial Officer, of allRevenues and Operating Expenses of the preceding calendar month and fiscal year,

together with any reasonable supporting documentation requested by SKOKtE.

VENUWORKS shall provide an accounting of each event held at the Facility in its monthly

reports for the preceding calendar month.

ARTICLE 5THE MANAGEMENT FEES

5.1 BaseManagementFee. For each year of the Term of the Agreement, SKOKIE shallpay VENUWORKS a base fee of $15,000 per month (hereinafter "Base Management Fee").

in subsequent years, the Base Management Fee shall be increased by a percentage equal

to the increase in the Chicago Area Consumer Price Index for the previous year. Annual

increases in the Base Management Fee shall nol exceed three percent (3%). Payments for

the Base Management Fee shat) be due to VENUWORKS by the fifteenth (15) day ofeach month for which the Management Fee is earned.

5.2 Capita! Investment to improve Food and Beveraae Services. On or before

September 1. 2022, VENUWORKS shal! provide $150.000 to fund improvements lo theFacility's food, beverage, and bar ser/ices capabilities. Any changes to the FacJHty shall

require the approval of the SKOKIE. VENUWORKS shall obtain approval from SKOKIEfor any expansion or change to the food service menu, kitchen or serving area. The

Parties are interested in the expansion of the food service program at the Facility and the

reduction of the wait time for purchasing food and drinks consistent with the d6cor and

image of the Facility. The VENUWORKS investment shall be in the form of an interest-free loan, amortized over ten years, with payment to VENUWORKS of $15,000 annually

from the Operating Account realized from increased food and beverage sales revenues.

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5.3 Food and Beverage Commission. VENUWORKS shall receive a commission

equal to frfteen percent (15%) of gross food and beverage sales, said commission to be

paid monthly in the month following the month in which the commission was earned. The

commission shall be paid on gross annual sales in excess of $90,000, which is the

amount of gross annual sales that the Center has traditionally sold.

5.4 Subsidy Reductton Incentive Fee. VENUWORKS shai) be eligible lo receive an

annual incentive fee for reducing the annual subskly required from SKOKIE for the

operation of the Facility. SKOK1E shall continue to budget an annual subsidy as needed

to provide for the operation and programming of the Facility according to the annual

budget developed by VENUWORKS and approved by SKOKiE. Each fiscal year,

VENUWORKS shall have the opportunity to earn an incentive fee by reducing the actual

subsidy required to an amount be!ow $150,000, according lo the following formula:

The 'Net Subsidy' amount shaii be calculated by subtracting the actual subsidy

provided from any year-end surpius, In any year where the Net Subsidy is over$150,000, there shall be no incentive fee. !n any year that the Net Subsidy is more

than $75,000 but less than or equal to $150,000, the incentive shai) be fifteen percent

(15%) of $150,000 minus Net Subsidy. In any year that the Net Subsidy Is less than$75,000 but more than $0. the incentive amount shait be hA/enty-five percent (25%) of

$150,000 minus Net Subsidy. In any year that the Net Subsidy is $0, the incentive

amount shail be $52,500.

Table bolow demonstrates this formula:

NetS_yb_s_idy_

$150,001 or higher$75.001 to $150,000$1 to $75.000$0

S ubsjdy Red u ctipn$100.000 or less

$100.000 to $175,000

S175.000 to $250,000No subsidy

Foe0%15%25%35%

Formula

($150K-($150K-$52,500

net subsidy)

net subsidy)x 15%x 25%

The Subsidy Reduction Incentive Fee sha!) be paki within thirty days after SKOKIEreceives the Annual Financial Report from VENUWORKS,

ARTICLE 6PAYMENT OF MANAGEMENT FEES.

AND OPERATING EXPENSES

6.1 Deposit of Funds. On the first business day of each quarter during the Term and any

renewal Term of this Agreement, SKOKfE shat! deposit the following sums into the Facility

Operating Account:

(a) an amount equal to the estimated deficit, if any, as defined beiow, for such

quarter as set forth in the Annual Budget; and

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(b) the Management Fee payable wth respect to the current calendar month.

6.2 Management Fees. Payments from the Operating Account for the Base

Management Fee shall be due to VENUWORKS by the 15th day of each month for whichthe Base Management Fee is earned. Payment of Food and Beverage Commissions from

Ihe Operating Account sha!! be payable to VENUWORKS within thirty (30) days of the doseof the month in which the Commissions were earned. The Subsidy Reduction Incentive

Fee shall be paid within thirty days after SKOKIE receives the Annual Financial Reportfrom VENUWORKS.

6.3 Insufficient Funds, in the event that the SKOKIE Operating Account is insufficient to

cover the Operating Expenses plus the Management Fee tf any, due and payable during a

quarter (hereafter "Quarterly Deficiency"), then the Quarterly Deficiency shatl be paki by

SKOKIE into the Facility Operating Account not later than five (5) working days afterSKOWS receipt of the Quarteriy Statement. If the amounts deposited by SKOKIE inSKOKIE Operating Account exceeded the amounts required to pay the Operating Expenses

plus ttie Fees in any month such positive balance shall be credited against SKOKIE'S

obligation to make future deposits into the SKOKIE Operating Account In no event shall

VENUWORKS be responsible for. or advance funding of operating expenses due to

insufficient hjnds.

6.4 Monthly Meetinos, Representatives ofVENUWORKS' on-site management and the

SKOKIE shall meet each month to review revenues and operating expenses for the prbr

calendar month. VENUWORKS corporate representatives shall meet quarterly with

SKOKIE. either in person or via remote video conferencing, to monitor performance and

discuss operations, as well as operating revenue and expenses

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ARTICLE 7GENERAL TERMS AND CONDITIONS

7.1 Representation of SKOKIE. SKOKIE hereby represents and warrants to

VENUWORKS, as an inducement to VENUWORKS entering into this Agreement; (1) that itis SKOKIE'S intent that the Facility shall be permitted to be open to ttie paying pubtfc on adaify basis in a manner consistent with industry practices subject to ArticEes 1 and 3.4 ; (2)

that the SKOKIE Village Board has sufficient authority to enter into this Agreement; (3) thatSKOKIE possess the resources and fundraising capabitities to ensure the on-going financial

support of the Facility operation; and (4) that the present condition of the Facility is such thatall areas and functions as of the last inspection are in compliance with appficabie codes, andat that time passed all building, safety and fire code inspections.

7.2 Representation of VENUWORKS. VENUWORKS hereby represents and warrants

to SKOKIE on its own behalf and on behalf of its shareholders, officers, directors, and

employees, that VENUWORKS is fully capable of and funded for providing services as

outlined in this Agreement.

7,3 Standard of Operation, VENUWORKS represents and warrants lo SKOKIE that it

shall maintain an efficient and high-quality operation at the Facility to the satisfaction of

SKOKIE

7.4 Accounting Records. Reports and Practices,

7.4.1 Maintain Records, VENUWORKS shall maintain accounting records relating

to the Facility using accounting practices in accordance with generally

accepted accounting principies consistentiy applied.

7.4.2 Internal Financial Controis. VENUWORKS shall establish intemat financial

control poficies and practices which are in accordance with generally acceptedstandards in the industry and reasonably acceptable to SKOKIE.

7.4.3 SKQKiEAccess. SKOKIE shall have unlimited access to all accounting

records and supporting documentation ofVENUWORKS relating to the

Facility during the term and any renewal term of this Agreement and for a

period of three (3) years thereafter. Such right to access shall be exercised in

a reasonable manner.

7.5 Default. Right to Cure. It shall be an event of default (hereinafter "Event of Default") if

either Party:

(i) fails to pay or deposit sums due by one party to the other within seven (7)daysafter written notice by the other of such failure, or (ii) fails to perform or comply with

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any other obligation of such party hereunder within thirty (30) days after written noticeby the other of such fai!ure (which notice shall specify, in sufficient detai!, the specificcircumstances so as to give the defaulting party adequate notice and the opportunityto cure the same); provided however, that if the default is of a nature that it cannot be

cured within thirty (30) days, then the defaulting party shall not be deemed in defaulthereunder If it commences to cure the default within ten (10) days after the effective

date of the notice of such default and diligently proceeds to cure such default within

ninety (90) days after the effective date of notice.

7.6 Jynsdictjon. The Parties submit to the jurisdiction of the courts sitting in Cook Countywith respect to any claim or proceeding arising out of or related to this Agreement,

7.7 Performina Arts Center Board and Perfomning Arts CenteL_Foundation, SKOKtE

maintains two (2) commissions to support the Facility known as the Performing Arts Center

Board and the Performing Arts Center Foundation as commission of the Village, and

VENUWORKS shall support its work and its members, including providing agendas and

other material for its meetings, meeting minutes, general supen/ision and meeting

summaries.

7.8 Insurance.

7,8.1 Employment Matters. In connection with the emptoyment of its employees,

VENUWORKS shall pay all applicable soda! security, re-emptoyment. worker's

compensation or other emptoyment taxes or contributions of insurance amj shall compiy

with all federal and state laws and regulations relating to employment generaily, minimum

wages, social security, re-employment insurance, workers' compensation and employers'

liabifily. VENUWORKS shafi indemnify and hold SKOKIE harmless from all costs,

expenses, claims or damages resulting from any failure of VENUWORKS to comply with

this Section or any related or associated ciaims arising therefrom.

7.8.2 insurance Requirements:

7.8.2.1 Workers Compensaljon and Employers' Liability Insurance:

VENUWORKS shall purchase and maintain during this Agreement, workers' compensation

insurance in accordance with state statutory requirements and employer's liability insurance

with limits of not less than $ 1,000,000 per accident and per empbyee for bodily injuryconsistent with and in compliance with SKOKiE Standard Insurance (See Exhibit "G"

attached hereto and incorporated by reference).

7.8.2.2 General Uabi!ity insurance: VENUWORKS shall purchase and

maintain during this Agreement, commercial general liability insurance including liquor

liability insurance on a per occurrence basis with limits of liability not less than $1 .000,000per occurrence / $2,000.000 in aggregate for Bodily Injury, Personal Injury, and Property

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Damage. Policy coverage shall include Premises and Operations, Products andCompleted Operations consistent with and in compliance with SKOKIE Standard Insurance(See Exhibit "G"). The insurance required by this Agreement shall be written on non-

assessable insurance companies licensed to do business as an admitted carrier in the

State of Illinois and currently rated "A" or better by the A.M, Best Company.

7.8.2.3 Automobile Liability Insurance: VENUWORKS shall purchase and

maintain during this Agreement, automobile liability insurance on a per occurrence basis

with either a combined limit of at least $1,000.000 per occurrence for bodity injury andproperty damage. Coverage shall include any owned, all hired and non-owned motor

vehicles used in the performance of this Agreement by VENUWORKS or its employees.

The insurance required by this Agreement shall be written on non-assessable insurance

companies licensed to do business as an admitted carrier in the State of Illinois and

currently rated "A" or better by the A.M. Best Company.

7.8.2.4 Umbrella and Excess liability Insurance: VENUWORKS shall

purchase and maintain during this Agreement an umbrella and excess insurance policy on

a per occurrence basis with limits of liability of not less than $10 million per occurrence $10

milfion in aggregate. Any umbrella and excess insurance shail be written on a per

occurrence basis on a pay on behalf form providing the same coverage and endorsements

required of the primary policies.

7.8.2.5 PropertyJnsyrance: SKOKIE shall maintain property insurance

coverage on the Facility itself. VENUWORKS shall assume all risks for loss of or damage

to its own property al the Facility and VENUWORKS may maintain such insurance, at its

sole expense, as it deems necessary to protect its own property.

7.8.2.6 Subcontractors: VENUWORKS shalf require aii its subcontractors

who perform work and services under this Agreement to meet appropriate insurance

requirements as reasonably required by SKOKiE, induding listing SKOKIE as an additionalinsured on all subcontractor insurance policies.

7.8.2.7 Deductibles arxt Self-lnsured Retention; Any policy deductibte or

self-insured retention must be declared on the Certificate of Insurance and shall be subject

to the approval of the SKOKIE.

7.8.2.8 IntentlQnaHv Left Blank:

7.8.2-9 Proof of Insurance: VENUWORKS shall furnish SKOKIE with

Certrficates of Insurance and a copy of the policies if requested by SKOKIE. The name of

the project or Agreement shail be listed on the certificates of insurance along with any

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deductible or self-insured retention. Before commencing any performance under this

Agreement, VENUWORKS shall deliver all the Certificates of Insurance to SKOKIEcertifying that the pofides stipulated above are in lull force and effect All insurance shallremain in effect during the life of the Agreement.

7.8.3 Lnsy_rance_Cance!lation or Material Change Notce: The certifk^tes of

insurance shall state that the insurance company shail provide thirty (30) days written notice

prior to cancellations, non-renewa), or material change including reduction of insurancecoverage or limits. The notice shall be sent to the SKOKIE, via certified mail. In the absence

of the carrier's ability to provide notice of policy cancelfation, VENUWORKS shall beresponstole for notifying SKOKIE within two (2) business days after being notified by acarrier of carrier's intent to cancel an insurance polrcy,

7.8.4 Intentionally Left Blank

7.8.5 Cooperation: Each party agrees to cooperate fully with the other in

promptly providing such insurance underwriting and other information as may be necessary

or appropriate to obtaining and maintaining the insurance described herein. The parties

further agree lo cooperate with the insurance companies and agents by responding

promptly to their reasonable requests.

7.8.6 Intentionally Left Blank

7.8.7 Crime Insurance. During the term of this Agreement VENUWORKS shal!

maintain Crime Insurance, with an insurer acceptable to SKOKIE (such acceptance by

SKOKiE not to be unreasonably withheld or delayed), providing at (east the foElowing

coverage in at teast the amounts set forth below for each coverage;

(a) Employee Dishonesty - $500,000(b) Depositor's Forgery - $500,000(c) Money & Securities - $500,000 (each. "Inside" and "Outside")

(d) Computer Theft - $500,000(e) Wire Transfer Fraud - $500,000

provided, however, thai: if such coverage is provided on a "blanket" limit basis, a blanket limit

of $500,000 shall be considered to be sufficient to compty with this provision. The policyshall include an endorsement providing that any "employee" of VENUWORKS shall not bedeemed to also be an "employee" of SKOKIE for purposes of ths coverage afforded under

the Emptoyee Dishonesty coverage part.

SKOKIE shall be both a Loss Payee (as its interests may appear) and an Additional

insured under such policy, which policy shall be written to apply to the Crime exposures

arising under or in connection with this Agreement, and not to any other unrelated Crime

S97S16VOSVENUWORKSNSCPAMMtVER6FIHALEXECUTIONVERS.12.22 16 | P a g e


exposures incurred by VENUWORKS or SKOKIE under any other similar agreements or

otherwise.

7.8.8 Insurance Cost: The cost of providing insurance hereunder shall be an

Operating Expense, regardless of which party procures the coverage.

7.8,9 tnsurance Terms. Insurance terms not otherwise defined in this Agreementshall be interpreted consistent with insurance industry usage.

7.8.10 Tort Liability LifTxt Insurance referenced in this Agreement, except

Workers Compensation/Empioyers Liability, shall list both VENUWORKS and SKOKIE asnamed Jnsureds.

7,9 Hold Harmless. To the fullest extent permitted by law, VENUWORKS shall defend,indemnify, and hold harmless SKOKIE, its officers, officials, employees, agents. and

volunteers against all injuries, deaths, loss, damage, claims, patent claims, suits,

demands, actions, liabilities, judgments, costs and expenses, including but not timited lo,

reasonable attorney's fees and court costs which may accrue against SKOK!E, its

officers, officials, employees, agents and volunteers, arising out ofVENUWORKS'

negligence in the performance of any work relating to the Faciiily and this Agreement.

7.10 Damage to and Destruction of the Facility. If all or part of the Facility is rendered

unusabte by damage from fire and other casualty which, in the reasonable opinion of

SKOKIE. cannot (re substantially repaired under appticabte laws and governmental

regulations within 180 days from the date of such casualty (employing normal construction

methods without overtime or other premium), then SKOKiE shai! notify VENUWORKS

thereof. In such case. either SKOKIE or VENUWORKS may elect to terminate this

Agreement as of the date of such casualty by written notice delivered to the other not more

than 60 days after receipt by VENUWORKS of SKOKIE'S notice concerning thereconstruction. Shouki either Party terminate this Agreement pursuant to this Article, all

obligations, claims and costs between the Parties shall be terminated and vokj. However,

Parties shall fulfjil all their respective contractual and financial obligations to one another,

effective to the date of the termination.

7.11 Employees.

7.11.1 Employees of VENUWORKS.Al! persons engaged at the Facility in

operating any of the services hereunder shall be the sole and exclusive emptoyees of

VENUWORKS and shall be paid byVENUWORKS, except for those individuals employedor utilized by subcontractors of VENUWORKS, as provkfed for in this Agreement but in no

event deemed an employee of SKOKIE. Employees working at the Facility shall be offeredthe opportunity to continue in their positions as VENUWORKS employees for a one hundred

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and twenty (120) day evaluation period. At the end of the probation period, employees whohave performed satisfactorily shall be offered continued emptoyment in the Facility byVENUWORKS. In connectun with the employment of its employees, VENUWORKS shallpay all applicable social security, reemployment insurance, worker's compensation or other

employment taxes or contributtons to insurance plans, and reiirement benefits, and shall

comply with all federal and state laws and regulations relating to emptoyment generally,

minimum wages, social security, reemployment insurance and worker's compensation, andshall defend, indemnify and save SKOKIE harmless from any responsibiiity therefore.

VENUWORKS shall comply with all applicable laws, ordinances and regulations induding,

without limstatton, those pertaining to human rights and non-discrimination. Notwithstanding

any provision of this Agreement to the contrary, this Agreement may be canceled or

terminated by SKOKIE for a violation of this paragraph

7.11.2 Empkivee Expense . All costs of emptoyment as necessary and reasonablefor the standard operation of the Facility incurred by VENUWORKS shall be an operatingexpense of the Facility. SKOKfE and VENUWORKS shall work together to assure a

positive and productive working environment at the Facility.

7.11.3 Employee Standards, VENUWORKS shall employ trained and neatly

uniformed employees and said employees shall conduct themselves at all times in a properand respectful manner Any dismissal shaft be in accordance with VENUWORKS' corporate

policy and applicable federal, state or tocal iaws which may be in effect and, further, shall be

in compliance with applicable union or labor organizational agreements which may be in

effect at the time of sakl dismissal and VENUWORKS shall defend, indemnify and save

SKOKIE harmless from any claim. cause of action, expense (induding attorneys' fees) tost,

cost or damage of any kind or nature arising there from. except In the case of expresswritten direction from SKOKIE.

7.12 Availability of Facility. VENUWORKS agrees that, except as a result of full or partialdestruction of the Facility, or closure due to the effects of conditions described as Force

Majeure in Section 7.22 herein, the Facility shall be made avaifabfe for alt events scheduled

therein and VENUWORKS agrees to defend, indemnify and save SKOKIE harmless from

and against any and all claims, causes of action, expenses (including attorneys' fees)losses, costs and damages arising from the failure of the Facility to be available in the

condition necessary for the conduct of such events for scheduled events due to the

negligence or willful misconduct ofVENUWORKS, its agents, servants, employees or

contractors of any tier, and in such case, VENUWORKS shall pay to SKOKIE the estimated

Revenues, less Operating Expenses, for such event within five (5) days after the event was

to have taken place.

7.13 No Payment by SKOKiE. Notwithstanding anything in this Agreement or exhibits to

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the contrary, SKOKIE shall not be obligated to reimburse VENUWORKS as OperatingExpenses or otherwise for costs and expenses (including attorneys, fees) for litigation which

is covered by VENUWORKS* defense and indemnffication obiigattons set forth in Sections

7.12 and 7.13 above.

7.14 Termination for Cause. Either Party may terminate this Agreement if the other is in

default, and has not met the deadlines for curing, or undertaking steps to cure the default, as

described in Section 7.5 of this Agreement. In the event of default, the non-defautting party

shall provide the defaulting party with five business days of its intention to terminate the

Agreement due to the uncured default. Furthermore, either Party may provide notice to the

other Party by December 31 , 2024, of ils intention to terminate the Agreement without causeeffective June 30, 2025. This is a one-time option and is offered in the spirit of providing a

"safe harbor out" to both Parties. In the event of early termination for any reason, SKOKiE

shafl pay to VENUWORKS ail amounts owing hereunder and accrued through the date oftermination.

7.15 ComplJancejwjth.Laws. VENUWORKS shall comply with all federal, state and iocal

ordinances, statutes, rules and regulations as they relate to the operatun of the Facility.VENUWORKS' failure to comply with such ordinances, statutes, ruEes and regulations

relating to the Facifity shall be an Event of Default under this Agreement and shall entitle

SKOKIE to terminate this Agreement pursuant to the provisions of Sectk)n 7.5 hereof.

VENUWORKS agrees that it shall not be entitled to claim litigation costs (including

attorneys'fees) as Operating Expenses pursuant to Subparagraph (DofExhibitAwith

regard to its rules and obligation to comply with ordinances, statutes, and regulations as set

forth herein.

7.16 Non-waiyer. The failure of either party at any time to enforce a provision of thisAgreement shall in no way constitute a waiver of the provision, nor in any way affect the

valklity of this Agreement or any part hereof, or the right of such party thereafter to enforce

each and every proviskin hereof.

7.17 Amendment. The Parties may amend this Agreement only by written agreement

executed by the parties.

7.18 Choice of Law. The laws of the State of lliinois shall govern the rights and obligations

of the parties under this Agreement

7.19 Severabilitv. Any provision of tNs Agreement decreed invalid by a rourt of competent

jurisdiction shall not invalidate the remaining provisions of this Agreement.

7.20 Notices. Any notice required herein shall be in writing and sha!l be deemed effecth/e

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and received (a) upon personal delivery; (b) five (5) days after deposit in the United Statesmail, certified mail, return receipt requested, postage prepakl; or (c) one (1) business day

after deposit with a national overnight air courier, fees prepaid, to VENUWORKS or SKOKIE

at the following addresses:

If to SKOKIE: Village Manager and Corporation CounselVillage of SkoRie5127 Oakton StreetSkokie, tl_ 60077

If to VENUWORKS: VenuWorks of Skokie, LLC1615 Gokien Aspen Road, Suite 107Amss. IA 50010Attention: President

Eilher party may designate an additional or another representative or address for notices

upon giving notice to the other party pursuant io this paragraph. For the purposes of this

Agreement, "business day" shall mean a day which is not a Saturday, a Sunday or a legalholiday of the United States of America.

7.21 Representatives. SKOKfE'S representative to VENUWORKS in connection with

Facility operations shall be the Performing Arts Center Board or another person or entity as

appointed and designated by the SKOKiE Village Manager as its designee, and the

VENUWORKS representative shal! be VENUWORKS1 on-site Executive Director at the

Facility.

7-22 Force Majeure, Neither party shall be obiigated to perform hereunder, and neither

shall be deemed to be in default, if performance is prevented by fire, earthquake, flood, act

of God, riot, civil commotion of other matter or condttion of like nature, including the

unava liability of sufficient fuel or energy to operate the Facility, or any law, ordinance, rule.

regulation or order of any public or military authority stemming from the existence of

economic controls, rtot, hostilities, war or governmental law and regulations.

7.23 Labor Dispute. In the event of a labor dispute which results in a strike, picket or

boycott affecting the Facility or the services described in this Agreement, VENUWORKS

shall not be deemed to be in default or to have breached any part of this Agreement.

7.24 Intentionally Left Blank

7.25 Integration. This Agreement and all appendices and exhibit hereto embody the entire

597618 VOS VENUWORKS NSCPA MML VER 6 FINAL EXECUTION VER 5.12.22 20 | P 3 g e

Page 22 of 84VOS DOCS-#597748.v 1 -Resolution_Approving_VenuWorks_Management^&^Programming_Agreement_North_Shore_Center_for_the_Performing_Arts

agreement of the parties relating to the services to be provided hereunder. There are no

promises, terms, conditions, or obligations other than those contained herein, and this

Agreement shali supersede all previous communications, representations, or agreements,

either oral or written, between the parties. Exhibits hereby integrated hereto include

• Exhibit A: Operating Expenses

• Exhibit B; Sample monthly programming report• Exhibit C: Sample Programming Budget

• Exhibit D: Music Theater Works Contract for use of NSCPA

• Exhibit E: Nightlight Theatre Contract for use of the NSCPA» Exhibit F: Consulting Agreement between VENUWORKS and VenuWorks, Inc

• Exhibit G: Village ofSkokie Standard Insurance Requirements

If the terms of this Agreement and any exhibit are inconsistent, the terms of the Agreement

shaf! control. Any covenant, term, or provision of this Agreement which, in order to be

effective, must sur/ive the terminatiori of this Agreement, shal! survive any such termination.

7.26 Section Headings, Section headings in this Agreement are for convenEence only and

shall have no effect on the interpretation of this Agreement.

IN WITNESS WHEREOF, the parties hereto have caused this Agreement to be executed on

the day and year first above written.

For SKOKtE

BY: John T. Lockerby DATE

Its Village Manager

For VENUWORKS

By: Steven L. Peters DATE

Its: Presdent

5976T8 VOS VENUWORKS NSCPA MNH. VER 8 RNAt EXECUTtOM WR 5-12.22 21 j P 3 g e

Page 23 of 84VOSDOCS-#597748-v1 -Resolution_Approving_VenuWorks_I\/tanagement_&_ProgrammingÂgreement_North_Shore_Center_for_theêrformingÂrts

Exhibit A

Exhibit AOperating Expenses

The term "Operating Expenses" shalt mean the following and shal! be, in all cases,

subject to the Annual Budget:

a) On-the-job payroll cost, induding wages paid to employees and the cost of paid

holidays, vacatbns, severance benefrts, sick leave and other compensation andbenefits; cost of training; payroll processing costs.

b) Employer contribution costs in relation to employees carried on the on-the-job

payroll mentioned tn the foregoing clause (a), of every nature whatsoever,

including but not limited to, social security, reempioyment insurance, benefits for

medca! and hospital care, djsabiiity, death, termination, relirement or pension, or

insurance or annuity contracts to provide any of the foregoing and all payments,

other than those referred to in the foregoing clause (a), required under any

coitective bargaining agreement to which VENUWORKS is a party, or under any

state or federal law or any regulations promulgated thereunder,

c) Cost of medical and security examination for employees on the on-the-job payroll.

d) Cost of purchasing, renting. maintaining, and cleaning uniforms.

e) Cost of equipment, materials. and supplies, including the cost of installation

thereof.

f) Cost of insurance, required bonding, permits, licenses and fees.

g) Cost of property, business, privilege, sales, and all taxes.

h) Cost of marketing, promotions, advertising, and employee travel & training.

i) Cost of necessary outside professional services consistent with approved annual

budget.

j) Cost of the commodities, (i.e,, Foodstuffs purchased for resale to the public);

k) CostofLitJlities.I) Litigation expenses or other costs (including attorneys' fees) incurred on behalf of

the facility,

m) Base management fees.

n) Ail costs related to VENUWORKS corporate staff travel, iodging, and supply costsincurred in connection with sen/icing the SKOKIE's needs at location.

o) Cost of installation of additional equipment and reptacements thereof,

p) Cost of ordinary maintenance and repair of the Facility and Facility equipment up

to a maximum of $25,000 annually, and ordinary housekeeping,

5a7ei8VOSVENUWORKSNSCPAMMt.VER8FINALEXeCUTfONVER6.12.22 22 j P ag e

Page 24 of 84VOSDOCS-#597748-v1-ResolutionApproving_VenuWorks_Management_&_Programming_Agreement_North_Shore_Center_for_the_Performing_Arts

Exhibit B

PERFORMING ARTS CENTER BOARD - PROGRAMMING PRESENTATIONMonday, March 14, 2022

NORTH SHORE CENTER FEATURE SERIES I 2021-22 SEASON

Chicago Tap Theatre - Tap Secret! | Jul10 rental

BoDeans|Jul 30

The Robert Gray Band j Sep 17

Ma; Jobrani: Things Are Looking Bright Tour | Sep 18

Herman's Hermits | Sep 25 - rental

Justin Willman - Magic for Humans | Sep 26

An Evening with Unda Eder | Oct 01

Boz Scaggs | Out of The Blues Tour | Oct 05

Chris Thlle ) Oct 07JakeShimabukuro | Oct 08

Taj Mahal j Oct 14 - cancelled

Jane Lynch & Kate Fiannery | Oct 15 - cancelled

Manitowoc Minute's - Charlie Berens | Oct 16

MODI - Know Your Audience | Nov 09 - rental

Sam Bush | Nov 10-cancelled

The Rocket Man Show | Nov 13

An Evening with Leo Kottke |Nov 18

Salt Creek Ballet - The Nutcracker | Dec 11 & 12

Kevin Nealon | Jan 16 - cancelled

Patty Griffin | Jan 21Glordano Dance Chicago | Feb 05 rental

Music of the Baroque: The Chevalier | Feb 19 - rental

KebMo |Marll

Storm Large | Mar 18

Dog Man: The Musical | Mar 19

Steven Wrlght: Live in Concert [ Mar 31 - cancelled

Jesse Cook j Apr 01

Ciassical Kids Live! & Chicago Youth SyiTiphony -

Mozart's Magnificent Voyage | Apr 03

DC's Reflecting Fools - Featuring Members of the Capitol

Steps | Apr 8-10

Lindsey Buckingham | Apr 21

Ryan Hamilton | May 13

CONFIRMED ARTIST OFFERSSteven Wright | Oct 06Canadian Brass [ Nov 30

The Nutcracker | Dec 03 & 04

PENDINGART15T OFFERSColbie Caillat dcdincdHow I Buitt This w/ Guy Ra;(NPR)JB Smoove

Kunny Loggins - declmed

Lewii Black dvciimd

[>iff thp Magic Dragon & Puddlps. 'frr/i/ipi/

Pfpsprvation Hall Ja?? Band

Ruthie Foster

Tower of Power


PKrViuusn ENDORSED Armsrs

LJlyTomlin2 Shows/1 Uay

artist Fee

$B5KTicket Prices

$59 |S69 ) $79 [$89Breakeven

1385 tickets

A prcuiousty endorsed artist, LilyTomlin isa versa ti'e pc rformer, comedian, wntcTand producer

that ha"; tourhpri wmc" of the most bE'luved American cnmpdy institutinns. Whrthpr ynu'rp

listing her classic television credits I'ke (.aug/i-fn, Mufphy Brown, Ihe IVes; Wmqw Will & Grace:

feature tilm cr(.'dit-> like 9 to 5, 77)e Incredible Shnrkmg Woman 01 RobcrtAltman'sA/ui/iw;/?; or

those she's acted beside like Jane Fonrla, Mery) Strpep, nu'-tm Hoffman, Steve Martir anci Rpttp

Mldlor; Tomfin can qufckly and easily be recognised as 000 of thf bf*st. Hor two ^nflout

engagements at N5C inctucic a Februarv 2013: 1,733 tickets and November of 2017. 1,723 sold.

Lyle lovett &

JohnHiattArtisl Fee Tirkpt Pnres Rreakeupn

$40K $69 [S81 f$91 |$96 |$111 639 licked

Previausly erdarsed artistii, Lyle Lovett & John Hlatt had a sell-out here in 20H Lyle Lovett has

recorded 13 dlburni and relea'ifd 25 ••inyle'i, indudinE )ii*> tîgheb'- entry, tht; tflO hil on llie U,S.

Billtjuiird Hut Cuuntrv Ll'ait, ' Cowboy Man". Loyett won foui Gra'TiinY Awariis, idLluding tle^t

Ma!e Country Voral Pprfnrmpnrp and Rp<>t Conntrv Album John -tiatt rpmain<> onp of the* mn^t

respected and irflumn.il vr\yr '.ongwriters. Ihe LA limcv wrote, "(Uiatt) v/ntp'i rhr funniest

sari scngs-find l^p s.iddfsl funny sofins-of ju'il dbuul dnytjuJv diitff." Hidlt •> sudg-i fidvf LetJ!l

covered by arlisls as diverse di Dylan. Bonnie râitl. Buddy Guy, Emniylou Hams. \&y^ Pop, the

Nevi;le Bruttier-., Su'.ddtiL-Cdbh (ffl Luuotf/ hit, "T»IL' WLIV WL- Miike A 3rut<L-n HLMit"]. the Jeff

Hp;)|py Ranrt. Willip Nplsnn. Slrvr Frirlr, iinri linria Rr>nst,]rit.

Manhattan Transfer Aiti->t FPP Tnhct pnct". Rre-ikeven

SO"'Anniversary with Diva Big Band S2SK $60 |S70 |$80 609 tickets

Pre'/ uusly endufiieLt drtlsts. The Manhattan Transfer is dll American mixed vucdl music ^roup

estdblishecl in iqt)(9. !n iy7S, thfy were showcased in their own hour-tong L'BS IV vanety series

In 1981, they made music history by becornii^; the (inl Krdup tu v/in Gramiry dWdrdi fur both

popular dud \da t.dtegunfi i[> the saine vedr. Id 1982, they ^'on iinothei Giamrny (or Best Jii;?

Vucdl Pefformance, for Route 66. Their altium, Vocolese received twelve Cjrammy

[lufnindtious—nidkitig it spcond onSy ta Mirhflfl Jack-ion's Thritler as the most nominated single

aibnm. Thp group w.)', •ndurlpri inii) t\w Voc.il OitJup hdtl L>( Fijitif in 1998. We tidve lidd

pxcctlnnt -.dips when thf?y played the .MSC in 2016 (w/Take 6 - 96%) and 2018(83%).

Postmodern Jukebox Arti^l fee

$35KTicket Pritfh

550 j$60 ] 570Bffdk<Jv(Jn

765 ticket-,

A previously endowed dfti-it, Postmodern Jukebox feituies d rotdting group of talented singe's

and musmars known fur cleverly re^rrapghg iind prrfnrming popular mnripm muîr in ,1 v,inrty

of vintafie penres and styles, The group has a wide viral cxpoiurc onlhc with a catalog of

LI ed live v'dt;us and performances, Pu'itmodern Jukebox hdddn enerRetic sold out performance

here in October 2U19 with Sbi tickets sold


The Rocket Man

Show

Artist Fee

$IOK

Ticket Prices

$JO|$40|$50Breakcvpn

60S tick.eis

A previously endorsed artist. The Rocket Man Show featurps Rui Andprsnn—h.ind-picked bv

Elton John himself as his officia! boriv double for Forewett Yellow Brick Road worid tour mediaproduction. Rus Anderson is the world's premier EllOti John iuiper-iUfiattir—with the chops to

pfoue it. I his concert recreates the magirsl livp ppr^nna or a yoLtng Elton like no other with the

actual flamboyant costumes, hi?; ficrrp pi<ino plaving o^d li\/c spot on uucals. We presented the

sduw Ihis season ds part of our NSC Foundation Benefit and Fundraiser We sold 700 tickets

[83%) and with the low breakeven, made it a prolitablp show with high ancillary earned

revenue.

Watkins Family Hour Arti1>t Fee

$17.5K

Ticket Prices

S32 |S42|SS2Bieakcven

,11 tlrkptt

Watkins Family Hour is d btuenrdss mLisical cotlaburative led bv Sars and Sean Watkins. Tlie

group began in 2002 as 3 monthly, informal musical variety shov/ with ihE- Wiitktfi-; ijhtings and

their friends in the -o^ Angeles nightclub Largo. Other guest musicians from th? Largo family

would gpneralty show up as well, including Jun Briun, Fimid Apple, Don Heffington, Grfg Leis;

and Chr'sThilf (frnm Nirkfirrpck A Punrh Broth?rs) The if regular collaLiordtions led to a 2015

album and tour under the same: n,imf. Thf Watkins were both members of the progressive

blue^idis rifuun Niikel Creek. Sdfa Watkms toLjrs extensively with Sarah Jaios; dfitl Aulfp

O'Doncivfld. The tr'o, who now play under the name I'm With Her have sold out nunnerous

dates including theit show at Thalia Hdll in Chkdncj.

NEW ARTISTS FOR ENDORSEMENT

Darcle Lynn Farmer Aitisl Fee

$1EKTicket Prices

$19 |$59 J$69Breakeven

6S6 tickets

Darcl Lynn Farmer ii ^n Aniencdii singer ddd vcntnloquist 'inrf tip vourgest contesfani to ever

win (^.BC'S Ameficas Cot Tu!fn< gdmering over 67M views on ACT s Youluhr and the most

vutL':> (ui d (itidl pe'found iii-f KI the tiisluiy uf llie 'ihu'.v. Sni' v/un the hearts or America with

her sweetheart fl*<;pn';ttim ^nc unclcniahle t^lpnr in 201S. she kicked off her nntinnal tnuf

selling out her first hc'jdlining family friendly <>how in just six m>nutLls

Fortune Feimster Ail-^t Fee

S2SKT.cket Prices

$45|$S5|S65Bfeakeven

694 tickets

Fortune Feimster is an American writer, comedian, and actress. Having made her tcle'/isiun

debut on iWC'i Lubl CufriiL 5tufit//fiy id 2010, Fcinisiei sldirfd in •>tjd'>u[is |'1-6) asColelteon the

FOX sitcom comedy The Mindy Pro/ect (201 [i-17). In July ?019, she began hosting What a Joke

with Papa and Fortune with the poptjlar comedian Tom ?apd whfic lliey v/uu!d inteiview

mmcdinns and rplpbrilii^, ^nd Ihp first livf pmgr.imming on the Siriiis XM's rtiannpl /ypf^t< ;s

a Joke In 2019, reports condrmca Fcimstcr would participate; in the Showtime LGBTQ

series. The L Word: Generutton Q, d rebuul of T/)f i. Word.

Page 27 of 84VOSDOCS-#597748-v1-Resolution_Approving_VenuWorks_Management_&_Programming_Agreement_North_Shore_Center_forJhe_Performing_Arts

JohnSplithoff Artlsl fvf

$/.1>K

Ticket Pritfs

$3R!$3?j$.»bBfeakeven

482 ifckels

A 2009 grdtludlc ufGk-nlifuuk Suutli Hi^li Sclioot in Glfnvifw,Jonn Splithoff i1, d Ctii<-d,iu-tjur[i

•singpn'.ongwritpr anri guitarist. An pmprging artl'.t rplpa'.ing inrrcflsinglY popular ;Ps in 2013,

2016 and 2017, John rcloasod his first ful) length album in April 3021, Splilhoff blends togethermusic styles iind modern production landinR un an Riisily cnns.imdhlp l.lid brir.k soiilful pop

sound

larkln Poe Artist FPP

S30Klicfcpt t)ncp<

$S5 |S6S|$75|$aOHrflflkpven

687 tickets

larkin Poe is an American roots rock band from Georgia, now bai.ea in Nashville and fronted

by sisters Rebecca lovcll and Mcgar Lovctl. Featuring southern harmufiei, heav/ electric

guitar riffs, and sfide guitar, they aie often touted as "the little siiters ot the AHmdn

Rrnthcr'i The 'ii'itpri; h^vr' iill;n tnurpri ri'i barking mu'.iririns (or a variply nf nther har'ds, most

noMblv Flvis Costdlo, CororObcrst of Bright EYPS, Kristian Qtjsh ofSug.irland, and Keitn

Urban. Larkin Poe's fourth studio album Self Made Mon reached 4\ on the Billboard blues

album chiirt in June 2U20, nidkifin it lliei'' second (.ynsec-ulive nunber one album. Larkin Pae

released their fifth stLdio album, Kindred Spifits, a covers album leaturinR renditions of songs

by Lenny Kraviti', Ngil Yoting, C!vis Presley, Phil Collins, Cltor Johi^ and others.

Tom Papa Arnsi FeeSI(]K

Ticket Prices

$/S |$-IS l$4ti

Sreakevenhm tirkpt*.

Tom Papa is an American comedian. actor, and rddio hosi. He hosts theSirius XM Satfllile

Radio ^how Comp fo Popo. In July ?019, he and Furtunp Fcimstcr ^fartpri ho'.ting thp Sinus XM

shnw What o }okr with Papa and Fortune. Capii hosted the shnA Baked on thr- Food Nct'work.

Tom fir'>t dppedryd d-i d pdnell-it oi\ MPR's Wui;, Wui'f . Don't TeH Me! in 2018. Aflpr Chfis Thilp

took over A Proirie Home Companion trom Gafrison Keillor, Papa was d key contributor 10 the

show, ri; iiiirnetl Live !~fom Here, snd tltiit included hi^ rfgular seginent "Out in AfncriCii vuilh

Tom Papri . HP rikn workprt behind thp •ir^nc'i ii^ tio<id writnr. In ?n?D, Pnpa appprirpd in an

hourlong comedy special for Netflix entitled You re Doing Great/

l-^',

•.:!:^-;L/^ i

^; ••.; F, \\ fu

I//, ;'i,',' /1 f..;;'^JN\^.A

..--^ ^-^ ''v..". ! ^

, 'j d t . M .'i^ '//.v / ,

- -(

^/

Page 28 of 84VOSDOCS-#597748-v1 -Resolution_Approving_VenuWorks_Management^&_Programming_Agreement_North_Shore_Center_for_the_Performing_Arts

Exhibit C

fâiur<ES<MltS^^^$<^&<m^'^^^':;^"^ ^

total Ss^V^îyS^'S:'^^":^ ^'ffi.ChkacoTapTtiaatrtSaturday, July 10,2021 at 3pm a 7pm

AtlTkkctt:$42BoO cantFriday. Jidy38,20H at 7:30pm

S5S|$63|S78The Robert Cr»y Band

Fdttiy, Sepi<fnbc( 17, zozi at 8pm

S*Bj5SOJi60MaiJobfani

Saturday, Septunbet 18, 2021 at Spiti

$}7)?d7|$67Hcnnan'i; Hftnnftt

Satwday, September tS, WU at Bpm

;Mj?43)?59|S69lust In WilSman- Magk for Hunans

Sunday, September i6, tOZl *t 7pm

<ua Seats; S35

hrt Evening with llnda Eder

Friday, 0<t(*er01, 2031 at Bpno

^0|i7Et^SOloi Sntfis i Out of The BtucsTow

ruesdav. Qttober OS, 2021 .it 7:3(tom

?T5 |?88 |?MChris ThBe • Live in Concert

rhuistjdy, October 07, ;0;1 at 7:Mpm

i49j$59f?63lake Shinvabukuro^riday, Cktcfae; OS, 2021 at 8pm

^7i$47|;SS7Faj Mahat - CwiceilM)

Fliuriday, Ckic-thsr Hi Z021 at 7^0pm

?4S J$SS |;6Slan«! lynch & Ka>« FlnfmetV | Two Lost Souts

:riday, Ottcber IS, 2021 at Ipfn

• Cmwtfed

!;S5 j?65|S7SVlanEtowoc M!r>ute'( • Chwlte Bwwtt

iaiufday. Octotret 16, ;ozi at apm

?3SJ?"_CON CAFKtftt PietcWtlAODt: Know Vou^ Audtemo

iWednFS<t»v, Novcmbcf tQ, 2021 at 7;30pm

?4s:SCLi^M-iam Bu»h - Conrtfed

Afsdneiday, November 10, 7C21 at 7:10pm

Ui Seats: ^16the Rodtel Man Show

Itluiday, November H, 1031 at Bpm

Mojtif«ijj-su_

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i/M/AW,.^

dollar:tidietl

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Chicago lap Theatn"

...&w:wt228| 77K

So&eam

$3S.a;4.00|S7Z| 68K

?e Robert Cny Band

?i3,412.00|6391 7W

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ttennan'!. Hcnntts

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Page 29 of 84VOSDOCS-#597748-v1-Resolution_Approving^VenuWorks_ManagemenL&_Programming_Agreement_North_Shore_Center_for_the_Performing_Arts

An Evening with ten KottheThursday, November 18, 2021 at 7:30pm

?I3 ($13 |$S1Salt Creeft ftaltet. The Wutcracher

DecenrfxtJiad.i.ZOZl

Tlckctftatiee:$24-SS2

Kevin rtealon - Canceffed

Sunday, Janutry IS, 20Z1 at 7pn»

i!?8J5"l?'»Patty GritifcrtFHday, January 31,2021 at Spm

WHh Spedal Suut Paikct Mlftup

^S|$SS|$601$fi5Giwdano Dance Uilcago

Saiwday, February 05,2022 at 7:30pfn

?;fi|?S2|$S8|^8Musk ol th< BarwtucThe ChcwsKef

Saturday, February 19,2&22 at 730pm

S20,^t^j^MJ^B^S^Ktb MB - CimreHed

Friday, Marth u, 202; at 8(»n

il60jil?0Stonn Utref

Friday, March 18, 202Z at 8|>m

?25|$lS|$dS&og Man: The Musical

Saturday, March 19,202? at Ham B ;pm

$U);20)i26Steven Wtieht: Live In Concei - Cwcelled

Thursday, Mafdi 31,1Q11 at 7:30pm

^46J$SI |$S1lcsic Cook

Ftlday, ApfHOl, 2022 at Bpm

iyUJS<iPJ^»-Claislcal Iflds Ltu&l & Chiiago youth tymphanv

Suorfay, April Oi,;022 at 3pm

;M|iia|$;tDC't Heftectlfls Fool*

i^ril 8-10, ZOU

:ri Bpm j Sat 2pm & 8pfn | iun Ipm

(ktwt fl.mg.i; $42 . $S2

llndsoy Bucliingham

>hUttii»y, April 3l,2fll2 .it 7;i0pm

^70|iSO ]$90ft yi Ha mrf tonFifday, May U, 2022 at Spni

?32j^2TOTAL alt produttloni

lOfM teu fcnlal pfoductions

(OtAtotSKt?.

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Page 30 of 84VOS DOCS-#597748-v 1 -Resolution_Approving_VenuWorks_Management_&_Programming_Agreement_North_Shore_Center_for_the_Performing_Arts

Exhibit D

AGREEMENT FOR LEASE OF SPACE ATNORTH SHORB CENTER FOR PERFORMING ARTS, SKOKiE

This Agreement made and entered Into as of this 25th day of August, 2020 (hereinafter"Effective Date"), by and among the VILLAGE OF SKOKIE, a home rule municipaicorporation (heroinafter "VILLAGE" or "LESSOR"), PFM/NORTH SHORE CENTERFOR THE PERFORMING ARTS IN SKOKIE, or such successor manager designated byVILLAGE (hereinafter "MANAGER"), and MUSIC THEATER WORKS, a not-for-profrtcorporation, formed under the laws of Diinois (hereinafter "MTW" or "LESSEE")(hereinafter collectively "Parties").

WHEREAS, the VILLAGE owns and operates (he North Shore Center for thePerforming Arts in Skokie (hereinafter "CENTER'); and

WHEREAS, MANAGER manages the operations of Ihe CENTER on behalf of andas the agent of VILLAGE; and

WHEREAS, MTW is an lllinuii, not-for-profit corporalion with forly years ofexperience in producing theatrical shows in Chicago; and

WHEREAS, MTW is desirous of leasing the North Theatre and the Center Theatrein the CENTER from time to time as its primary location for producing and presenting itstheatrical works of art and to be designated as a resident company of the CENTER; and

WHEREAS. LESSOR is agrcoabto that MTW use Iho CENTER'S facititios on thefotiuwing terms and conditions.

NOW, THEREFORE, in consideration of the mutual covenants and promisescontained herein, the Parties agree as foiiows:

1. RECITALS, The repffisenfalions set forth in the foreyoing redlats are material tothis Agreement and are hereby incorporated into and made part of Ihis Agreement asthough they were fully set forth in this Paragraph 1 .

2. ATTACHMENTS. The "Rent Schedule" attached as Attachment 1; the "ProductionSchedulB" attached as Altachmont 2. and the "Porsonnyt Cost Sdiedule" attached asAttachment 3 are incorporated by reference and made a part of this Agreement

3. LEASE. LESSOR leases to MTW and MTW rents from LESSOR thf North Theafrefor three (3) Productions per year and the Center Theatre for two (2) Productions per yearon the Production Schedule set forth on Atfachment 2 and incorporated herein. For eachproduction held in the North Theatre, a "Produciion" shall consist of a five (5) Weekoccupancy period, indusive of toad-in, technical rehearsal time, and loacl-out. For each

production held in [he Center Theatre, a "Pfoduction" shai! consist of either a three (3) orfour (4) Week occupancy period (as mutually agreed), inclusive of load-sn, technicalrehearsal time, and !oad-out.. A "Week'* commences on Monday and concludes on

Sunday. The length of a Production may be extended or shoriened by mutucjt agreementof the Parties, but onae MTW uonfirms its datos with LESSOR it is obligated for the rent on

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those dates.

4. TERM. This Agreement commences on June 1, 2021 and shall terminate onJanuary 31, 2026 (hereinafter "Term"). MTW shall have the option to extend the Term ofthis Agreement for one (1 ) additional two (2) ysar period, provided MTW gives LESSOR atleast one hundred twenty (120) days written notice prior to the end of the original Term ofMTW's exercise of such option to extend Ihe Term of this Agreement,

5. RENT. Fur the period June 1, 2021 through January 31, 2023 MTW shall pay.perProductron, the money as rent (hereinafter "Rent") as set forth on the Rent Schedule(Attached hereto as Attachment 1 and incorporated by reference). Beginning on February1, 2023, and for each subsequent year (a year being defined as February 1 throughJanuary 31), Rent will bo increased by the lesser of 2.5% or an amount determined bymultiplying the Rent payable for the immediately preceding period by the percentageincrease between the most recent Consumer Price Index for Ail Urban Consumers in theChicago-Napen/ille-Elgin area as pubiished from time to time by the United StatesDepartment of Labor, Bureau of Labor Statistics, or any replacement for thai indexpublished by said Bureau (°CPf), and the CPt on the date that is 366 days prior to the dalethe increase in Rent is to commence.

MTW shall pay LESSOR Rent for each Production not iater than three (3) businessdays prior to the first day of toad-in for each Production, as set forth in the ProductionSchedule. Once the Production Schedule has been established for any given year, MTWsha!l be liable for Rent due for any Production set forth in such Production Schedulewhether or not MTW actually utilizes ihe assigned Iheater for a production.

6. CLEANING AND UTIUTtES FEE. In addition fo the Rent, MTW shall pay a cleaningand utilities fee of $1 ,000 per week in the Center Theatre and $600 per v/eek in the NorthTheatre, as appticabte (hereinafter "Cleaning and Utilities Fee'1) for each week of aProduction. Should MTW add performances beyond those provided for in this Agreement,MTW shall pay an additional Cleaning and Utilities Fee of St 50 per performance in theCenter Theatre and $100 per performance in the North Theatre. Beginning on February1, 2023, and for each subsequent year, (he Cleaning and Utilities Fee witl be increased bythe !esser of 2,5% or an amount determined by muitiplyins the Cleaning and Utilities Feepayable for the immediately preceding period by the percentage increase belween themost recent Consumer Price Index for Ail Urban Consumers in the Chicago-Napen/iiie-

Eigjn area as published from time to fime by the United States Department of Labor, Bureauof Labor Statistics, or any replacement for that index published by said Bureau ("CP! ), andthe CP! on the date that is 366 days prior to the date the increase sn Rent is to commence.Notwittistanuing the foregoing, LESSOR may add a COVID-19 (or any subsequentpandemic or epidemic) Surcharge to Ihe Cleaning and UtilitEes Fee in such amount asLESSOR believes, in its reasonable discretion, is necessary to meet public heaith noedsor requirements, such Surcharge not to exceed $130.

7. PRODUCTION SCHEDULE. The Production Schedule for the 2021 -22 seasonis set forth in Attachment 2, Productton Schedule. Dates for subsequent seasuny chirifigIhe Term of this Agreement wit! be agreed to by the Parties by April 1 of each year for theseason that begins the following March. For oxampfe, the Parties shall agree, not later

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than Apri! 1, 2022, on a production schedule for the season that begins March 1,2023,andthe Production Schedule will be amended accordingly, LESSOR guarantees to MTW thesame number of weeks in approximaieiy Ihe same conflguratbn as those currentlyprovided in Attachmont 2 for the 2021-22 season for subsequent seasons during the termof this Agreement, unless modified by mutua! wriUen agreement of the Parties.

8. BOX OFFICE PROCEDURES.

A. TICKETS. Afl tickets for Productions shall be issued by the CENTER BoxOffice. In no case shai! outside tickets be used for any event. MTW shaft have sole rightto set the pricing and scaling of tickets to ils performances, said prices to include theCenter's standard facility fee (as defined in Paragraph 8-G herein). MTW must notifyMANAGER in writing of ils intent to offer discounted tickets in advance of any public noticeand no Sess than 24 hours before the performance for which such discounted tickets shallbe offered. Alt allocations to other ticketing entities such as Hot Tix or Groupon are doneat the request of MTW but handled by and subject to approval by MANAGER, which mayimpose an additional charge for handling such tickets/customers. All tickets shall benumbered by house manifest. There are no refunds or exchanges perrnittod except under

special circumstances as approved by MANAGER which shall be consistent with the refLindand exchange policy generally applied by the CENTER Box Office.

This shal! include, but not be limited to, seats blocked by equipment when exchangefor comparable location is not possib!e; failure of projection equipment; and failure of actto show or to go on stage within reasonable time of schedule. MANAGER and LESSORare not responsible for refunds on tickets purchased Ihrough LESSEE.

The sale of tickets consigned to the LESSEE and the coilection of payments forsuch tickets via any eiectronic moans, including but not limited to internet websites, withoulthe express written permission of MANAGER is strict!/ prohibited. Viotatiun of this policywill be considered a breach of this Agreement.

B. SUBSCRIPTION SALES AMD EXCHANGES. MTW may offer a group ofproductions during a set time period for sale as a subscription season (liereinaftor"Subscription Season"). MTW may accept ordury and process customer payments for aSubscription Season, and shatl retain all revenue from the Subscription Season MTW shaliprovide MANAGER with detailed customer identification including but not iimiEed toaddress, telephone number and email address and seating data as subscriptions are

processed so that Iho box office may enter subscription tickets into the ticketing systemand buiid customRr accuunts to facilitate subscriber ticket exchanges. Exchanges musttake place at the box office. All subscripUons soid subsequent to the date of the (irslperformance of the first Production of ihat Subscription Season must be so^d by theCENTER box office. The CENTER box office wilt levy and retain a subscription ordercharge for ati Subscription Seasons at se!is, in the same amount as MTW levied for thesame Subscription Season, in consideration of the subscription services provided byMANAGER, MTW shall pay a Subscription Services Fee to LESSOR oi $750,00 perProduction.

C. SINGLE TICKET SALES. A« single tickels wilt bft sold by the CENTER box3

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office in person, via phone (staffed by MANAGER'S ticketing staff) or online viaMANAGER'S ticketing plalform. MANAGER wilt colfect and hold revenues from singie ticketsales and remit net revenues to MTW as part of a settlement at the end of eachperformance week. MANAGER wi!I add a convenience charge to the sa!e of each singleticket purchased over the phone or online and will retain 100% of the convenience chargerevenue. Convenience charges shall be sol by the MANAGER in consultation with MTWtaking into consideration fees for similar venues and conVGnienco fees charged byCENTER for similar productions. There will be no convenience charge appiied to anytickets purchased at the CENTER box office window, Convenienco charges wil! be setbased on face value ticket prices and oomparabte events in the marketplace.

D. CONTROL OF PROCEEDS. Except as set forth above. MANAGER shallhave complete custody and control of ail monies received from the sale of tickets whereversold and admisston fees wherever sold and admission fees wherever received, AH suchfunds sh£iil be the rightful property of VILLAGE, for the purpose of applying same inaccordance with the terms and conditions of this Agreement toward payment of anybalances for fees and services and equipment as listed above. CENTER'S box officetelephone, and no other shall be the so!e box office telephone number excepting that MTWmay use its phone number and websste for its prs-season Subscription Season renewalmarlCRting and communications. The web address www.NorthShoreCentor.org shall beincluded by MTW in all advertising of the Event/Performonce.

E. RETURNED TICKETS. A $2.00 charge per returned ticRel shaf! be chargedto LESSEE for a!! issued tickets returned to the box office, including (but not limited to)cancelled performances.

F. CREDIT CARD COMMISSIONS. All credit card transactions including al!in-person, telephone, internet and group ssaies will be charged a 4% service fee deductedfrom final settlomeni.

G. FACILITY FEE. A facility fee wilt be deducted from the price of ail paidadmission tickets, regardless of price, as follows: (a) $2.00 per ticket on all paidadmissions to performances in the Center Theatre and (b) $1.00 per ticket on all paidadmissions to performances in the North Theatre. This fee is Included in the advertisedprice of Ihe tickets and is deducted at settlement, To assure good customer servsco,LESSOR, MANAGER and LESSFE? ^greo to advertise tickets to the performance at aprice that includes the (acilily tee. There is no facility fee charged on comptimentHry{jckRts.

H. HOUSE SEATS. MANAGER resen/RS <he nghl to have and use, withoutcharge, a maximum of eight (8) reserved seals, per event/perfomnance, between Rows Gand M on the orchestra level in the Center TEwater and in locations to be mutually agreed

upon w the North Theatre, MANAGER shal! release for public sale any unused houseseat holds in its inventory no later Ihan 24 hours in advanra of (he performance.

9. MARKETING SERVICES.

A. BASIC MARKETING SERVICES. MANAGER witi provide the toEtowing^

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marketing services to MTW free of charge for ths Term of the Agreement:• Visibility on NorthShoreCenter.org as foltows:

o Individual event pages for each performance with link to ticketing systemo Upcoming Events List on homepage of websjte (auto-popufcitlon of next 10

events in facility)o Homepage Strip Banner for each produclion on websiie (in chronotogicai

order)o Inclusion on CENTER resident company page with links to MTW

website/subscriber infoo Dedicated Sanding page for MTW featuring fuii season line-up

• On-site Visibilityu Inclusion on marquee at the corner of Golf Road and Skokie Boulevard

visible to more than 38,000 cars per day beginning six weeks prior to thefirst performance of each production or imrnediatety after last performanceof current production

o Exterior banner in front of Ihe CENTER with MTW branding (not forindividual show marketing)

o Featured slide on box office and iobby vidoo screens at least 2 weeksbefore first pGtfomnance of each show

o Five (5) Poster spaces in the main iobby location to be determined); MTWresponsible for creative and cost of generating posters

o Poster space in one of the cases on the north exterior of the CENTER• Inclusion of each MTW production In monlhly CENTER omni-ebiasts to a list of

over 52,000 names

B. YEAR ONE MARKETING SERVICES. In addition to the basic marKetingservices set forth above, MANAGER will provide the foHowing marketing services toMTW free of charge for twelve (12) full calendar months from the Effective Dale of theAgreement:

• MANAGER will pay for the crealiun of the exterior banner cited above for MTW(subsequent replacement banners will be at MTW expense)

• Ebtast announcing arrival of MTW as a new resident company with foil seasonannouncement

• One dedicated eblast per production» One limo use of predetermined mailing list for MTW season brochure mailing• Feature banner on NorthShoreCenter.org welcoming MTW and arinouncing

season

• Coordinate with VILLAGE on a pross Jnitiafivo announcing arrival of MTW as anew resident company

• MANAGER wiS! host an "open house" for MTW subscribers and donors on amulualiy agreeable date

• Foster community introductions with existing communily partners such as SkokieChamber of Commerce, Library and Park District.

• MANAGER will pay first year membership fee for MTW to join the SkokJe Chambyrof Commerce

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• Inclusion of MTW presentations in CENTER season brochure (subject to limingand print deadline)

• Promotional exposure on CENTER social media properties (Facebook, etc.)• Facilitate Inclusion in NEWSKOKIE bi-monlhly publication

10. STAFFING SERVICES. Except as otherwise stated in this Agreement, MTW shallpay for the foitowing personnel during each Production, pursuant to the Personnel CostScheduie attached hereto as Attachment 3, as it may be amended and updated from timeto lime. Labor rates are reviewed annuaiiy by MANAGER taking into consideration labormarket conditions and increases in the consumer price index and other factors. Laborrates shall not increase more than 5% in any single year during the Term of thisAgreement, unless dictated by the actions of a governmental authority. For avoidance ofdoubt, the personnel fees set forth In AElachment 3 are in addition to Rent and the feesothenvis&dascfihed-in this Agreement:

A. FRONT OF HOUSE PERSONNEL

* For each performance In the Center Theatre; Two (2) house managers selected byMANAGER and Four (4) Ticket Takers/Aiste Captains.

• For each performance in the North Theatre: One (1) house manager selected byMANAGER for performances with an expected attendance of 250 peopSe or iessand two house managers selected by MANAGER when attendance is expected toexceed 250 people; provided however, thai MTW may, in place of the housemanager selected by MANAGER, select a house manager for performances inthe North Theatre, such house manager to ba trained by MANAGER and to beresponsible for adhering to the procedures and policies of the CENTER.Notwithstanding the foregoing, CENTER policy requires that it have arepresentative in its employ on site ai ail peiformances. Whert an MTWperformance in the North Theatre is the only ptiblic evenl in the building, CENTERwill provkle this venue representative at no cost to MTW for the period from theEffective Date of the Agreement through January 31. 2023.

• VoSunteer ushers through the Saints organization.

• MANAGER and MTW shall instruct their front-of-houtiu personnel to work togetherin a cooperative manner, providRd, however, that CENTER personnel shall hrivcs

final decision making power.

B. SECURITY AND TRAFFIC CONTROL PERSONNEL

• For each performance in the Center Theatre: One (1) lobby (front-of-house)security officer seiecled by MANAGER.

• For each rehearsal and performance in the Center Theatre: One (1) backstagesecurity officer selected by MANAGER.

• For each performance in the Center Theatre: Two (2) traffic ccjntroi officersselecteci by MAMAGER. provided however that, if the North Theatre is also in useduring such performance, M'1 W shall oniy be required (u pay for one-haif the costof such traffic control officers.

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• For each weekday matinee performance in the North Theatre: One (1) trafficcontcoi officer selected by MANAGER.

• For each evening and weekend perfomiance in the North Theatre when theCenter Theatre is atso in use: one-half the cost of such traffic conlrot sciected byMANAGER.

C. STAGEHANDS

• For each Production in the Center Theatre: a minimum of three (3) stagehands(electrics, sound, stage), selected by MANAGER, for load-in, each technicalrehearsal, each performance, and load out. The CENTER technical direclor may,In his discretion, require additional stagehands based upon the requirements ofEhe work call. MTW shall provide its own lighting designer, but the CENTERmaster electrician Is available to run the light board for MTW rehearsals andperformances. MTW may supply its own stagehands to supplement the minimumcrew set forth above v/ith the permission of and in coordination with the CENTERTechnteat Director,

• For each Production in the North Theatre; a minimum of one (1) stagehandselected by MANAGER, for load-in, each technical rehearsai, each performance,and ioad out. The CENTER technical director may, in his discretion, requireadditional stagehands based upon the requiremenls of the work call.Any personnel selected by MANAGER as permitted in this Agreement shall bereputable and ekperienceri in the task for which Ihcy have been selected,

11. OFFICE AND ADMINISTRATIVE

A. OFFICE AND ADMINISTRATIVE SPACE. LESSOR will provide one (1)workstation sn the administrative office area on the sycund floor of the CENTER for use byMTW staff when onsite for productions, in addition, LESSOR wilf provide workspace fortwo (2) production personnel This may take the form of two (2) workstations in the second-fioor administrative office area or one (1) office that can accommodate two (2) people onthe lower level adjacent to the dressing rooms. MTW will hnve access to the CENTERconference rooms for meetings. Ttwise rooms are scheduled through the CENTER officemanager and are reserved on a firet'come, firet-served basis. Use of the conference roomsfor meetings is free of charge. Use of the rooms for receptions or other events that requirethe removal of conference room furniture may fesuSt in additional space usage changesbased on the nature of the event, such costs to be reasonable and customary at theCENTER. I.ESSOR will provide MTW personnel with access codes for entry inlo thoCENTER,

B. REHEARSAL SPACE. MTW may have UKR of the rehearsai room bw ofcharge siibjecl to availabiiity at t^ie Ume of request.

C. PHONE AND COPYING SERVICES. At its option, MTW may have accessto CENTER telephone lines, at the rate of $38 per line per month, prorated per week, suchcharge to be subject to change. MTW may usy CENTER copier machines a1 the rate ofeight (8) cents per copy, subject to change,

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12. SETTtEMENT PROCEDURES. For each Production, MANAGER will issue toLESSEE not later than fourteen (14) days prior to the first day of such Production, apreliminary settlement statement setling forth MANAGER'S good fgith estimate of theexpenses directly associated with the LESSEE'S use of the Theatre, including but notlimited to Rent, personnel costs, and other fees and expenses set forth in thisAgreement. II is not a final invoice and the omission of items on the preliminarysettlement statament does not constitute a waiver of charges for those items, providedthat such charges are LESSEE'S obligation or chargeable to LESSEE provided that suchcharges are payable by LESSEE pursuant to the terms of this Agreement.

LESSEE is responsible for additional expenses unknown at the time the preliminarysetilement statement is issued that result from tho failure of the LESSEE to provideadequate information about the performance/event, proctuctson/event changes requestedby LESSEE, to the extent such expenses are LESSEE'S obiigation or chargeable toLESSEE pursuant to the terms of this Agreement or expenses rcsuitlng from actionsdetermined by MANAGER to be necessary for the safety oi performers or audience.

Upon acceptance of the preliminary settiement from MANAGER, LESSEE shatl pay toMANAGER tho balance due no later than 5:00 p.rn, three (3) business days prior to thefirst day of occupancy for Ihe applicable Production. Thereafter, MANAGER shall provideLESSEE with weekly setilenient statements for the remainder of the Production, thaireltects amounts due LESSEE from ticket sales revenues collacted by the CENTER'S boxoffice and any balance of expenses due LESSOR from LESSEE, tf not deducted atsettlement, LESSEE shall pay the balance due from such statement no later Ihan 5:00p.m. three (3) business days after LESSEE'S receipt of such statement, provided suchsettlement is consistent with the tRrrns of the preliminary settlement.

13. AMUSEMENT TAX. The VILLAGE levies a 2% tax on admissions to atiamusements in the Village regardiess of venue si/:e. Cook County levies a 1% tax onadmissions to amusements in venues over 750 seats, which includes the Center Theah-R.Both of these taxes will be added to the tictcet price of each ticket, rounded up to thenearest nickel and deducted at settlement. Illinois Not for Profit Organizations in goodstandiny with the State of Illinois or otherwise approved by ViLLAGE are exempt from IheVillage of Skokie lax upon receipt by MANAGER of proof of non-profit status and beforetickets go on sale. Once tickots go on sale with th9 tax inctucted in the price, (he lax wiiibe deducted al settlement and remilled to the taxing body. Non-protit organizations mustapply for a special exemption certificate from Cook County and provide (his certificate toMANAGER before tickets go on sale in order to be exempt from this tax.

14. NON-COMPET6. Neither LESSOR nor MANAGER shall allow another musicaltheater producef to establish a regular season of shows at the CENTER and shall notdesignate such an organization as -A resident company of the CENTER for the duration ofShe first Term of this Agreement without the consent of MTW. Notwithstanding thepreceding langiiHge, occasionai musical productions by NorthiEght Theatre, symphonyorchestras or other concerts featuring Broadway music, or any touring or locally prodtjced

K


Reso!ution_Approving^VenuWorks_Management_&_Programming_Agreement_North_Shore_CenterJorJhe^erforTningArts

musical are permissible at MANAGER'S sole discretion.

15. ANNUAL GALA. MANAGER shall provide MTW renl free use of the CenterTheater and Grand Lobby for tour (4) hours event time plus adequate same-day set-upand take-down time one Saturday or Sunday each year of the Term for its annual gala.The date shall be seiected by mutual agreement by the Parties noting that early Aprf) Is apreferred lime, and other dates are subject to availability. MTW shall pay MANAGER forall personnel costs and equipment, including tables and chairs, associated with the gala,such costs to fae consistent with such fees and costs chargod by MANAGER for similarevents including added fees to equipment rented by MANAGER for an MTW event. Altstandard terms and conditions relating to the service of food and beverages shall apply.

16. ADVERTISING. LESSEE agrees that a!! printed material, advertisingmatter, posters, pictures, arid programs made in connection with the event/performancecovered by this Agreement wilt include LESSOR'S and MANAGER'S iogo, name (NorthShore Center for the Performing Arts in Skokie), address, and phone number (847-673-6300), website (www.NorihShoreCenter.org), and must be proofQd by MANAGER. Underno circumstances shall LESSEE print any materials or do any adveriisiny for said eventuntil MANAGER has received a fully executed Agreement. The use of the names "CentreEast" or Northlight Theatre is strictty prohibited,

17. MERCHANDISE SALES. MANAGER specifically reserves the right tolicense any and ail concessions, including, but not limited to. confections. candies, gum,beverages, drinks, a!l a!coho!, food, ice cream, souvenirs, records and programs. Onthose items that MANAGER spedficalty grants concession rights, MANAGER'Sconcessionsire will detennine, in its sole (tiscretiun, the percent to be divided amongParties. MTW shall be permitted to sell novellies in association with its pGrformancesand may keep 100% of the revenuns provided that MTW is solefy responsible for: 1) aiinecessary staffing for such sales; 2) providing change bank for cash safes; and 3) anysates tax due. The Parties agree that the sales Socation for perfomnances in the NorthTheatre wit! be in the North TheatrB Inn^r Lobby and that the sales location forperformances in the Center Theatre witl be adjacent to aisle two or other mutuallyagreeable tobby locaiion. MANAGER will provide tabies for novelty sales, but MTW mustprovide any table linens or display apparatus. MANAGER is not responsibiy for thesecurity of unalfendcd novelties, LESSEE may not contracl with an outside source for(umishing novelties wilhout written permission of MANAGER which permission shal! notbe unreasonably withheld. Tho permission granted under this paragraph for noveltiesspecifically yxdudes ail food and beverage items. In the event that LESSEE shali sellany concessions without permission of MANAGER LESSEE shall be charged a fee of thugreater of twenty-ftvo percent (25%) oi gross receipts or Two Hundred Fifty Doliars($250.00), not as a penalty, but as liquidated damages.

18. PROMOTIONS AND RAFFLES. No samples of food, beverage, or anyproduct may be distributed without prior written approval of MANAGER. LESSEE mayhoid no raffics without prior writton approval of MANAGER which approva! sh£)!l not beunreasonably wilhhejd. LESSEE shail procure, at its sole expense, alt permits requiredby the VILLAGE and any other governmental authoriiy for the holding of a raffle in theleased premises and provide evidence to MANAGER of such permits,

q

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19. INTELLECTUAL PROPERTIES. LESSEE wilt assume all costs arisingfrom the use of patented, trademarked, franchised or copyrighted music, materials,devices, processes or dramatic fights or intellectual properties used on or incorporated inthe evcnt/performance, including but not limited to a)l royalties, ficenses, and use fees.LESSEE agrees to indemnify, defend and hold harmless LESSOR and MANAGER fromany claims or costs, including legal fees, which might arise from use of any such materialdescribed above except to the extent caused by the acts or omissions of MANAGER orLESSOR. MANAGER maintains a music licensing agreement with BMI and a deductionfrom box office proceeds wilt be made at settlement for music rights on applicable shows.

20. BROADCAST RIGHTS. MANAGER reserves alt radio and televisionbroadcast rights to all activities in the Theatre, except as may be specHicaily excepted Inwriting by MANAGER.

21. TECHNICAL REQUIREMENTS. LESSEE shall provide MANAGER, atleast fourteen (14) days before the event/performance, a full and detailed out!ine of a!ltechnical requirements, including stage, hall, and chair requirements and at! such otherinformation as may be required by MANAGER concerning the ovent/performance. Themaximum sound leve! allowed in Ihe theatre is 96db.

22. DOOR OPENING. Unless otherwise agreed upon by the Parties, doorswill open to the pubtic thirty (30) minutes prior to performance.

23. BUILDING SERVICES. MANAGER and LESSOR agree to furnish gonerailighting from the permanent fixtures, outlets and equiprrient in the building, heat and airconditioning, water for normal usage as now instailed in the building and normal janitoriatservices and to maintain sasd facilities In good operating condition at all times atLESSOR'S solo cost and oxpenso. LESSEE shall comply with all reasonable requestsmade by MANAGER and LESSOR concerning operations, health and safety of thebuilding including but not limiteci to storage of LESSEE'S property and use and storage ofHammable materials.

24. REMOVAL OF PROPERTY, in the event that the Theatre is not vacatedby LESSEE when herein specified at the end of the Term, thon MANAGER is herebyauthorized to remove from the Theatre, at Ehe expense of LESSEE, al! goods, wares,merchandise and property of any and ali kinds and description placed therein by LESSEEand which may be then occupying the same. and neither LESSOR nor MANAGER shat!be liabSe for any damages or loss to such goods, wares, merchandise, or property, whichmay be sustained either by reason of such removal or because of the place to which itmay bo removed, and LESSOR and MANAGER are hereby expressly released from anyand ail such clciims for damages.

25. COMPLIANCE - LICENSE AND PERMITS. LESSEE shall use andoccupy the Theatre in a safe and careful manner and shall compiy with ali Saws, ruies,regulations and ordinances of LESSOR, and the state, county or governmenta! authoritycontrolling or governing the designated premises or the operation therein. LESSEE shalluse Ehe Theatre solely for the Productions, and shaft not permit the Theatre, or any part

10


Resoiution_Approving_VenuWorks_ManagemenL&_Programm[ng_Agreement_North^Shore_Center_for_the_Performing^rts

hereof, to be used for any unlawful or immoral purpose or in any manner as to injure anypart of LESSOR or MANAGER; and upon termination of this Agreement LESSEE shalldeliver up to LESSOR the Theatre in good condition and repair subject to ordinary wearand tear as (he same shatl be found at the beginning of the Term hereof, excepting onlylosses by perils covered by LESSOR'S or MANAGER'S Fife and extended coverageinsurartce for which subrogation has been waived by the insurer. LESSEE agrees toprovide, at its expenses, alt necessary licenses and permits required in accordance withlaw for the use of the Theatre as herein provided.

26. RIGHT OF ENTRY. LESSOR, MANAGER and their respective officers,agents and employees reserve the right to enter upon and to have free access to IheTheatre at any and all times provided that such entry does not interfere with LESSEE'Suse of the Theatre as permitted in this Agreement, or during rehearsals and Productions(or inspection purposes or in response to emergency matters.

27. INSURANCE. LESSEE shall furnish MANAGER with a certificate ofinsurance showing that there is in effect, and wit! remain in effect thrnughout the Term ofthis Agreement, occun-ence basis liability insurance naming LESSEE, MANAGER andLESSOR as insurecfs, with a combined smgie limit of not fess than one million fh/ohundred thousand dollars $ 1,500,000 for bodily in|ury and coverage or a combination ofpremises/operations and contractual insurance coverage. If LESSEE is involved in anyway in the preparation, distribution, or serving of foodstuffs and/or beverages, productsliability coverage must also be provided, LESSEE agrees to provide the requiredCertificate of Insurance to MANAGER not fewer than (en (10) days prior to thecommencement of the Term. The fo!!owing organizations must be Sisted ay additionalinsured's: (1) The North Shore Center for the Performing Arts in Skokie; (2) ProfessionalFacilities Management, Inc.; and (3} Village ofSkokie.

28. INDEMNtFICATlON. Except to Iho extent arising from the willful andwanton misconduct of LESSOR, MANAGER or Iheir officers, employees and agents,LESSEE shall defend, indemnify and hoid LESSOR, MANAGER and their respectiveofficers, employees and agents harmless from any and all tiabiiity, daims^ suits,judgments, damages or costs (including reasonable attorneys' fees and expenses) to theextent arising out of any injuries or deaths of persons or loss of or damage to propertyoccurring during the Term of this Agreement in or about the CENTER which are causedby the negligence or willful and wanton misconduct of LESSEE, its officers, empfoyees oragents. This indemnification will surviVR {ermination of this Agreement,

Except to the extent arising from the willful and wanton misconduct of LESSEE or itsofficers, employees and agents, LESSOR and MANAGER shall defend, indemnify andhold LESSEE and its officers, employees and agents harmless againsl and from any andal! liability, claims, suils, judgments, damages or costs (including reasonable attorneys'fees and expenses) to the extent arising out of any injuries or deaths of persons or loss ofor damage to property occurring during Ihe Term of this Agreement in or about theCENTER which are caused by [he negligence or wiliful and wanton misconduct ofLESSOR, MANAGER or their respective officers, employees and agents Thisindemnificatiun will survive termination of this Agreement,

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29. LIMITATION OF UABILIT/. Neither LESSOR nor MANAGER shall be liable forany damage to LESSEE'S property occasioned by failure to keep the Theatre in repair,nor shall it be liable for any damage resulting from piumbing, gas, water, steam, sewage.heating, air conditioning or electrical equipment, or water damage from bursting orleaking pipes or equipment or from building leaking at seeping, uniess writien notice hasbeen given to the LESSOR at least 24 hours in advance. LESSEE affirms that itmaintains and will continue to maintain its own property and property damage insuranceduring the Term of this Agreement.

30. RISK OF LOSS. LESSEE assumes ail risk and responsibility for damage to andloss by theft or otherwise of the fixtures, appliances, or other personal and regularproperty of the LESSEE, and LESSEE'S exhibitors, contestants and those contractingwith LESSEE, as well as employees thereof. LESSOR and MANAGER are herebyexpressEy released and dischargod from any and alt tiability for any such toss to LESSEE.

31. AGENTS AND CONTRACTORS. LESSEE shaii notify MANAGER of a!)contractors and agents having use of the Theatro, including decorators and other serviceproviders or agencies employed by LESSEE. LESSOR, following consuHation withLESSEE, may, in LESSOR'S sole discretion, may ban the use of certain contraciars,agents, and/or service providers.

32. SAFETY PROVISIONS. LESSEE shall not, without th6 written consent ofMANAGER, put up or operate any engine or motor, or machinery in the Theatre, or useoils, explosives, burning fluids, camphene, Kerosene, naphtha. or gasoline for eithermechanical or other purposes. LESSEE further agrees that ajf decorative materialincluding floor covering usod in the Thealre must be flameproof and that the finaldetermination of ati matters involving safety shall be rosoived by the MANAGER.

33. DISRUPTIVE PERSONS. MANAGER reserves fhe right to eject or rau-se to beejected from the Theatre any disruptive person or persons, E.e,, persons causingdisturbance, disruption, or life hazard to the event aixi/or to patrons, or to officers, agentsor employees of MANAGER, and neither LESSOR nor MANAGER nor any of theirrespective officers, agents or employees shall be liable to LESSEE for any damage thatmay be sustained by LESSEE through the exercise by MANAGER of such right providedsuch exercise is undertaken in a reasonable manner

34. ANNOUNCEMENTS. MANAGER resen/es ihe right to make anyannouncemenls, as MANAGER may deem necessary at any time in the interest of publicsafety. LESSEE agrees that it will cooperatH and will cause its agents and performers tocooperate with the deliver/ of such announcements for public safety, including but notlimited to announcements to require patrons to return to their seats.

35. INTERRUPTION OR TERMINATION OF SHOW. MANAGER shall retain theright to cause the interruption of any event/performance in the interest of public safety.and (o likewise cause the termination of such event/performance when, in the solereasonable Judgtnent of MANAGER based on facts known at that time, such act is

12


Resolution^_Approving_VenuWorks_Management_&_Programming^Agreement__North_Shore_Center_for_the_Performing_Arts

necessary in the interest of pubSic safely.

36. NONDISCRIM1NATION. LESSEE, LESSOR and MANAGER shall noldiscriminate against any employee or any applicant for employment because of race,religion, national origiEi. or disability, and further agrees to likewise not discriminate forthose same reasons against any persons relative to admission; services or privilegesoffered to or enjoyed by the general public.

37. FORCE MAJEURE. LESSOR may interrupt the activities governed by thisAgreement as a result of Acts of God or govemmentat authority, pandemic, epidemic, orcommunicable disease, strikes or labor disputes, accident, ftood, fires or other loss offacilities, iack of adequate fuel, power, labor, or transportation facilities, or any othercause, whether similar or dissimilar, beyond the reasonable controt of LESSOR, Theseare the defined ovenls at force majeuro, and either party's obilgations under thisAgreement shaf! be suspended to the extent they cannot be performed due to suchevents or should such events cause restrictions in the occupancy capacity of the Theatresuch that a production is financially not (easibte. if LESSOR defermines that it cannotsafely provide the Theater io LESSEE for any or all of tho Term of this Agreement,LESSOR shall refund, or, as the case may be, release LESSEE from liability for paymentfor the prorated portion of the Term for which the Theatre was made unavailabte becauseof such Force Majeure.

38. TERMtNATtON. LESSOR rescues the right to terminate this Agreement forbreach of (he Agreement by LESSEE^ provided LESSOR has complied with the otherrequirements of this Paragraph, tf LESSOR determines that LESSEE has breached anyterm of Ihis AgrGement, LESSOR sliatl provide LESSEE with written notice of the breachwith sufficient information for LESSEE to understand the breach, and IRSSEE shalt haveten (10) business days after receipt of such notice to cure its breach. LESSOR shall beentitled lo immediately terminate this Agreement if the noticed breach continues after theten (10) business day notice. LESSOR shall retain al! other rights under Saw or equity inaddition to ils right io tenninate this Agreement for breach of the AgreemenL

LESSEE reserves the righ! to terminate this Agreement for breach of the Agreement byLESSOR, provided LESSEE has compiied with the olher requirements of this Paragraph.tf LESSEE detsrmines that LESSOR has breached any term of this Agreement, LESSEEshall provide LESSOR with written notice of the breach with sufficient information forLESSOR to understand the breach, and LBSSOR shall have ten (10) business days afterreceipt of such notice to cure its breach. LESSEE shall be entitled to immediatelyterminate this Agreement H the noticed breach continues after the ten (10) business daynotice, LESSEE shall retain all other rights under law or equity !n addifion to its right 1oterminate this Agreement for breach of the Agreemonl. if LESSEE cancels itsevenVperfonmance or changes the event date for any reason other than a breach of thisAgreement by LESSOR, LESSEE shaii pay any Rent due and pay to the LESSOR aliother costs incurred atid/or associaied with said event/perfomnance.

39. COLLECTION PROCEEDINGS. Any funds duo to LESSOR orMANAGER by LESSEE shall accrue interest beginning as of ten (10) days after notice ofthe amount due has boon provided to LESSEE. Interest shall accrue at a rate often (10)

}}


Resolut!on_ApprovJng_VenuWorks_Management_&_Programming_Agreement^North_Shore_CenterJor_the_Performing_Arts

percent per annum. Should it become necessary for LESSOR or MANAGER to begincoilection procedures in order to recover any funds due to LESSOR or MANAGERpursuant to this agreement, LESSEE shall pay all cotiection expenses and costsreasonably incurred therefore,

40. RELATIONSHIP OF PARTIES. LESSEE, LESSOR and MANAGER areresponsible for their respective Worker's Compensation Insurance for their companypersonnel. The relationship between the Parties is that of LESSOR and LESSEE onty,and this Agreement shall not in any way be consUued so as to create a partnership, orany olher kind of joint undertaking or venture between the Parties hereto.

41. SEVERABtLITY. \i any provision of this Agreement, or the application of suchprovision or circumstance, is or shall become illegal or invalid, iho remainder of thisAgreement, or the application of such provision to persons or circumstances other thanthose heki invalid, shall not be affected thereby.

42. MANAGEMENT DISCRETION. Any decision affecting any matter not hereinexpressly provided for shall rest solely within the discretion of LESSOR provided thatsuch discretion shall at all times be exercised in a reasonable and timely manner.

43. NOTICES. All notices hereunder shall be in writing,, sent in the following manner,and shail be deemed to have been received on: (i) the date Ihyt such notice is personallydelivered, or sent by email, provided that proof of delivery is received by the sender and aconfirmation copy of the notice is sent by regular mail and received by the party beingnotified; (fJ) the third day following the date such notice is sent by registered or certifiedmail. return receipt requested, postage prepaid; or (iii) the date fotiowing the day it wassent by a recognized overnight delivery service lo LESSOR, MANAGER. or LESSEE atthe addresses set forth below or at such other address as designated by noticehereunder, proof of delivery requested:

If to LESSOR or MANAGER: North Shore Center for ihe PerformingArls in SkoMe9S01 Skokie BoulevardSkokle, IL 60077ATTN; Michael Paul<en. [email protected]

With a copy to: Village of Skokie5127 Oakton StreetSkokie, It- 60077ATTN- Mtchacl M. lorgeCorporation Counsel

It to MTW: Music Theater Works5164th StreetWilmette,tL 60091-2829Atin: Producing Ariistic Director

Page 44 of 84VOSDOCS-#597748-v1 •

Resoiution_Approving_VenuWorks_Management_&_Programming_AgreemenLNorth_Shore_Center_forJhe^erform!ng_Arts

With a copy to; Music Theater Works516 4th StreetWilmGtteJL 60091-2829Attn: Board President

44. ASSIGNMENT. This Agreement may not be assigned by MTW orMANAGER without VILLAGE'S consent, and any such attempted assignment shall bevoid and of no effect VILLAGE may assign the rights and obligations of MANAGER to asuccessor manager reasonable designated by VILLAGE in its soie discretion.

45. ENTIRE UNDERSTANDING. This Agreement, including the Attachments.constitutes the entire understanding and agreement between the Parties and supersedesall prior and contemporaneous promises, agreements and understandings, whetherwritten or oral, pertaining to the subject matter of this agreement, This Agreement cannotbe changed orally. This Agreement can only b& changed or revised by written instrumentsigned by ati Parties.

46. CHOICE OF LAW. This Agreement shall be construed, governed andinterpreted pursuant to the \'aws of the State of Illinois and the Parties hereto submit andconsent to the Jurisdiction of the federal and state courEs of the State of Illinois located inCook County, Illinois, in any action brnughl So enforce (or otherwise relaling to) thisAgreement.

IN WITNESS WHEREOF, the Parties have executed this Agreement as o1 theEffective Date sol forth above.

LESSEEft/IUSiC T

By:

Its:

ORKS

Kyte A. DouganProdudng Artistic Director

LESSORVILLAGE OF SKOKIE

By: ,„

Its:John T. LockerbyViilags Manager

MANAGERPFM/NORTH SHORE CENTER FORTHE PERFORMING ARTS IN SKOKIE

By;

Us:Michael G. PaukenGeneral Manager

!5


ATTACHMENT 1

RENT SCHEDULE

2021-22 Rental rates:

Launch Show: 2 weeks - Kent Free (provided, any such Launch Show shaf! be RentFree regardless of when the Launch Show occurs)

Show 1: 3 weeks x $7,000 =$21,000(tcss one week free if load-in begins on August 9, 2021 = $1/1>000)

Show 2: 5 weeks x $2,500 ^$12,500

Show 3: 4 weeks x $7,000 = $28.000(less two weeks free ifload-in begins on December 13, 2021 = $14,000)

Show A: 5 weeks x $2.500 ^$12.500

Show 5: 5 weeks x $2,500 ^$12.500

Total annual Rent = $86,000 (less $21,000 waiver noted above =- $65.000 iotal annua!rent)

Beginning an February 1, 2023,and for each subsequent year. Rent wili be increased asoutined in Paragragh 5 herein.

NOTE: Rental rates are based on a maximum of six (6) performances per week (eithertheatre) including previews with the muiuat understanding that holidays or other factorsmay necessitate adjusting the schedule so that one week of a production may have morethan six (6) performances while an adjacent week may havf less. In such circtimsfancesthere would be no adjustments to Rent. AddHtona! performances wilhin the contractedweeks would be by mutual agreement and would result in additional utiiitEes and cleaningcharges as agreed to by the Parties.

16


Resolution_Approving_VenuWofks_Management_&_Programming_Agreement_North_Shore_CenterJorJhe_Performing_Arts

ATTACHMENT 2

PRODUCTION SCHEDULE

SHOW .5 (2021)TBD Theatre

Should (he following dates not be feasible due to the avaiiability of the Theater asdetermined by LESSOR, then alterantive mutually acceptable dates shall be set RentFree as set forth on Attachment 1 Rent Schedule.

MondayTuesdayWednesdayThursdayFridaySaturdaySunday


15-Jun16-Jun17-Jun

18Jun19-Jun20-Jun21-Jun

22-Jun

23-Jun24-Jun25.-Jun

26-Jun27-Jun

28-Jun

Load-inToch/RehearsalsTech/RehearsafsGroup PreviewPerformance (Ser 1)Performance (Ser2)Performance (Ser 3}

offoffPerformance (Ser4)PerformancePerformancePerfoimancB (Ser 7}(Ser 5)Performance (Ser 6)

17

Page 47 of 84VOSDOCS-?597748-v1.

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Monday

9-Aug10-Aug11-Aug12-Aug13-Aug14-Aug15-Aug

16-Aug17-Aug18-Aug19-Aug

20-Aug21-Aug22-Aug

23-Aug24-Aug25-Aug26-Aug27-Aug28-Aug29-Aug

30-Aug31-Aug1-Sep2-Scp3-Sup4-Sep5-Sep

6-Sep

SHOW 1 (2021)Center Theatre

Load-inLoad-in

Load-inTech/RehearsalsTech/ RehearsalsTech/RehearsalsTech/Rehearsals

Work callTech RehearsalsTech RehearsalsPreviewPreviewPerformancB (Ser 1)Performance (Ser 2)

offoffPerformance (Ser 3)Performance

Performance (Ser4)Performance x2 (Ser 7) (Ser 5)Performance (Ser 6)

Strike/load-outoptional weekoptional week

optional weekoptional weekoptional weekoptional week

options! week/strike

1K


Resoiution_Approvmg_VenuWorks_Management_&_Programming_Agreement_North_Shore^CenterJorJhe_Perfonning_Arts





MondayTuesday

WednesdayThursdayFridaySaturdaySundayMonday

11-Oct

12-Oct13-Oct1-1-Oct15-Oct16-Oct17-Oct

18-Oct

19-Oct20-Oct21-Oct22-Oct23-Oct

24-Oct

25-Oct26-Oct27-Oct28-Oct29-Oct

30-Oct31-Oct

1-Nov2-Nov

3-Nov

4-Nov5-Nov6-Nov7-Nov

8-Nov9-Nov10-Nov11-Nov12-Nov13-Nov

14-Nov15-Nov

SHOW 2 {2021)North Theatre

NL Load-outLoad-JnLoad-inTech/RehearsalsTech/RehearsalsTech/RehearsalsTech/Rehearsals

Work caltTech RehearsalsTech RehearsalsPreviewPeriormancePerformance x2 (Ser 7) (Ser 1)Performance (Ser2)

oftoffPerformance (Ser 3)OffPerformance (Ssr 4)Performance x2 (Ser 5)Performance(Sef 6)

offoffPerformance

OffPerformancePerformance x2Perfonnance (Ser 2 or 6}

offolfoffPerformancePerformancePerformance x2Psrfnrmanco

Strike

10

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13-Doc14-Dec15-Dec16-Dec17-Dec18-Dec19-Dec

20-Dec

21-Dec22-Dec23-Dec24-Dec25-Dec26-Dec

27-Dec28-Dec29-Dec30-Dec31-Dec1-Jan2-Jan

3-Jan4-Jan5-Jan

6-Jan7-Jan8-Jan9-Jan

10-Jan

11 "Jan12 Jan13-JanU-Jan15-Jan16 "Jan

SHOW 3 (2021-22)Center Theatre

Load-inload-inLoad-in

Tech/RohearsalsTech/RehearsalsTech/RehearsalsTech/Rehearsais

Work callTech RehearsalsTech Rehearsals

PreviewPreviewoffPerformance x2 (Ser 1)

offPerformancePerformancePerformanco

Performance (Ser 2)Periormancs (Ser 3)Performance (Ser 4)

offoffoffPerformance (Ser 4)Performanc&i (Ser 5)Performance (Ser 6)Performance (Ser 7)

Sirike/Load-outoptional week

optional weekoptional weekoptional weekoptional weekoptional week

Monday 17-Jan optional week strike

20


Resolution_Approv[ng_VenuWorks^anagemenL&^Programming_Agreement^North_Shore_Center_for_the_Performing_Arts





MondayTuesdayWednesdayThursdayFridaySaltirdaySundayMonday

28-Feb1-Mar2-Mar3-Mar4-Mar5-Mar6-Mar

7-Mar8-Maf

9-Mar10-Mar11-Mar

12-Mar13-Mar

14-Mar15-Mar16-Mar17-Mar18-Mar19-Mar20-Mar

21-Mar22-Mar23-Mar24-Mar25-Mar26-Mt:tf

27-Mar

28-Mar29-Mar

30-Mar31-Mar1-Apr2-Apr3.Apr4-Apr

SHOW 4 (2022)North Theatre

NL Load-outLoad-in

Load-inTech/RehearsafsTech/RehearsafsTech/RehearsalsTech/Rehearsals

Work callTech RehearsalsTech RehearsalsPreviewPerformancePerformance x2Performance

offoffPerformance

OffPerforrnancoPerformance x2Performance

oftoffPerformance

OffPerformance

Performance x2Performance

offoffPerformanceOffPerformancePerformance x2PerformanceStrike

21

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MondayTuesdayWednesdayThursdayFrklaySaturdaySunday


MondayTuesdayWednesdayThursdayFridaySaturdaySundayMonday

23-May24-May25-May26-May27-May28-May29-May

30-May31-May1-Jun2-Jun3Jun4-Jun5-Jun

6-Jun

7- J un8-J un9-J un10-Jun11-Jun12-Jun

13-Jun1/1 -Jun

15-Jun16-Jun17-Jun18-J un19-Jun

20-Jtjn21-Jun

22-Jun23-Jun24-Jun25-Jun26-Jun27-Jun

SHOW 5 (2022)North Theatre

NL Load-outLoad-inload-Jn

Tech/RehearsafsTech/RehearsalsTech/RehearsalsTech/Rehearsals

Work callTech RehearsalsTech RehearsalsPreviewPertomnance

Performance x2Performance

offoffPerformanceOffPerformancePerformance x2Performance

offoffPerformanceOffPerformancePerformance x2Performance

offoffPerformanceOffPerformancePerformance x2PerformanceStrike

Page 52 of 84VOSDOCS~#597748-v1-

Resolution_Approving_VenuWori(s_Management_&_Programming^Agreement_North_Shore_Center_for_the_Performing_Arts

ATTACHMENT 3

PERSONNEL COST SCHEDULE

A!l rates for labor, including but not limited to stagehands, house managers, security, and

traffic control at the North Shore Center are adjusted each year on September 1. The

rates in effect through August 31, 2021 are:

Stagehands $24.60 per hour + 25% overhead and benefits ($30.75 totai)

House Manager $26.00 per hour inctusive of overhead

Ticket Taker/Usher $16.00 per hour hum inclusive of overhead

Security $28.00 per hour hour inclusive of overhead

Traffic Contra) $28,00 per hour hour inclusive of overhead

The above rates are subject to an increase of no more than 2% per year effective on

September 1 of each year for the duration of the agreement. Minimum woik cat! is four

hours. Overtime begins after eight working hours per day or forty working hours per week

psr employee. OvertimG is paid at 1,5 times the regufar rate. Three days (72 hours)

notice is required prior to the start of a shift to canco! without obligation,

2;i

Page 53 of 84VOSDOCS-#597748-v1-Resolution_Approvmg_VenuWorks_Management_&_Programm!ng_Agreement_North_Shore_Center_for_the^Performing_AFts

Exhibit E

AGREEMENT OF VILLAGE OF SKOKIE WITH NORTHUGHT THEATRE

This Agreement is entered into this_dayo-f_, 2021, (hereinafter "Agreement)

by and between the VILLAGE OF SKOKIE, a home rule municipal corporation (hereinafter"VILLAGE") and NORTHLIGHT THEATRE, a not-for-profit corporation, formed under the laws ofthe State of Hlinois (hereinafter "NORTHUGHT") wth the terms, obligations and commitments asset forth betow.

WHEREAS, this Agreement is for performance and other space in the North Shore Centerfor the Performing Arts in Skokie (hereinafter "NSCPAS"), which was previously operated by theCENTRE EAST METROPOLITAN EXPOSITiON, AUDITORIUM, AND OFFICE BUILDINGAUTHORITY (hereinafter "AUTHORITY"), formally a unit of focal government as defined by ArticleVil, Section 1 of the Constitution of the Slate of iHinoss and exist pursuant to the Centre East CivicCenter Act, Chapter 270, Article 5, et. seq. of the lliinois Compiled Statutes (1992); and

WHEREAS, the AUTHORITY no longer exiats as an entity and the ownership andoperations of CENTRE EAST is now solely under the auspices of the VILLAGE which hasassumed all responsibilities and claims of the AUTHORiTY; and

WHEREAS, NORTHLIGHT is an Illinois not-for-profit corporation with decades ofexperience (n producing theatrical shows in Chicago; and

WHEREAS, it is VT\Q VILLAGE'S municipal purpose and authority to arrange, finance,operate and maintain adequate civic center facilities within the Village of Skokie for presentationof cultural and educational events. theatrical and sports events and exhibits as well as. otheractivities, and to lease, construct. equip, operate and maintain buildings for such purposes aspermitted by law: and

WHEREAS, NORTHLiGHT is desirous of using VILLAGE'S facilities as its location forproducing and presenting its theatrical wor(<s of art; and

WHEREAS, the VILLAGE needs a broad range of event programming to serve theinterests of the citizens for the successful operation of the NSCPAS; and

WHEREAS, NORTHUGHT is a professional theater organization that produces highquality theater productions and fs committed to maintaining high quality and professionalstandards for the theatrical works: and

WHEREAS, NORTHLiGHT is desirous of functioning as a resktent producing theaterorganization at the NSCPAS for the purpose of providing theater programs to the community; and

WHEREAS, it is the intent and desire of Ihe VILLAGE that NORTHLIGHT be a residentproducing theater organization and work with the VILLAGE in all ways possibfe to make the

NSCPAS a benefit for the community;

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NOW THEREFORE, in consideration of the mutual covenants and promises contained

herein, the parties agree as follows;

1 RECITALS. That the representations sel forth in the foregoing recitals are material to thisAgreement and are hereby incorporated inlo and made part of this Agreement as thoughthey were fully set forth in this Paragraph 1.

2 RESIDENT ORGANIZATION. NORTHUGHT is designated a resident organization of theNSCPAS for the production of theatrical works of art.but such designation is not exclusive,

2.1 This right to produce theatrical works of arts shall not be an exclusive right for IheNORTHL1GHT.

2,2 The NSCPAS shall be NORTHUGHTS principal location for producing theaUica!works of arts, NORTHLIGHT shall only produce annual seasons of events at otherlocations if NORTHUGHT'S obligations herein are fuitilled or with the writienapproval of the VILLAGE.

3 DEF)N!IIO!MS. The following words or phrases shall have the following meaning unlessthe content or the use indicates another or different meaning or intent:

3.1 ACT; The Centre East Civic Center Act contained in Chapter 270. Articts 5, IllinoisCompiled Statutes (1992) and as may be amended from time to time.

3.2 CHIEF OPERATINQ EXECUTIVE: The VILLAGE employee or managementcompany who is responsible far the business and administEative affairs of iheVILLAGE and the operation of the NSCPAS facilfties {hereinafter "COE").

3.3 NORTH SHORE CENTER for the PERFORMING ARTS JnLSj-COKiE: Thestructure(s) including ati site improvement and parking to be operated as a cultural

arts or other public assembly facility pursuant to the duties derived by the VILLAGEfrom the Act, or any portion thereof (hereinafter "NSCPAS").

3.4 COMMUNITY The area and resklents of the Viliage of Skokie, NJEes andEvanston Township and general metropodtan Chtcago.

3.5 ENDOWMENT: Trust and/or reserve funds established to provide ongoing source

of operating support to the VILLAGE and the NSCPAS.

3.6 EVENLOjA^ A calendar ctay thai the NSCPAS is being used for an event withone or more performances taking place.

3.7 FOUNDATION: The NSCPAS Foundation, a 501c3 not-for-profit organization

created for the purpose of raising contributed support to the NSCPAS k>r capital,endowment or special programming purposes.

3.8 MAIN THEATER: An 867-seat theater or performance space,

Page 2 of 25


3,9 MASTER CALENDAR; The official scheduie and record for dates, limes andspaces for events that use the NSCPAS.

3.10 NORTH THEATER: An approximate 318-seat theater performance space.

3.11 PERFORMANCE: A single showing or staging of an event, or a period of timewhen officiai activity of an event is taking place.

3.12 PERFORMING ARTS or ARTS: Live artistic expressions done for theentertainment or viewing enjoyment of others, such as music, dance, soio or groupperformances, theater or opera.

3,13 PRESENTING; The process whereby an organization, indivkjual or entityundertakes an entrepreneurial effort by hiring or contracting the services ofprofessiona! artists or entertainers for a fee. organizing a promotion and marketing

campaign, and assuming all financial responsibility.

3.14 PRQDHQINI^: The process whereby an organijzation. individual or entity createsan event, hiring the performeis or arlists, rehearsing and directing the show. andfinally staging the event for public performance, assuming all financiat

responsibility for the event.

3.15 PRODUCTION; An individual attraction, work of performing art or use of thefacility by an entity, also commonly referred to as an event.

3.16 RENTAL: A use of the NSCPAS by a Renter.

3.17 RENTER: An individual, organization or entity that contracts for the use of IheNSCPAS by paying to the VILLAGE 3 basic fee, plus fees and/or reimbursements

for the service package provided.

3.18 RESlDENT_ORGAN^AJ_lQ_bf: A Renter of the NSCPAS facility on a long-termbasis, whose principal office or place of business is in the NSCPAS; whoparticipates in or provides shared services to the whole NSCPAS operation; andwho has input or participation rights in planning committees for the operatton of theNSCPAS. Resident Organteation status must be officially designated by (heVILLAGE.

3.19 SEASON YEAR: A twelve-month year beginning in September and ending thefollowing August, which approximately defines Ihe period of Urns in whichNORTHUGHT'S productions ars grouped and marketed. Also referred to as the"Season".

3.20 VILLAGE: The Village of Skokie. a municipal corporation of the State of illinois.its officials and employees.

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3.21 VILLAGE SUPPORT: Revenue and in-kind contrifautton derived from theVILLAGE. However, this shafl not include payments to the VILLAGE for the actualuse of the facilities for events.

3.22 ^/EEK: A week shall mean a seven consecutive day period of time beginning ona Monday.

NORTHUGHT OBLIGATtONS.

4,1 NORTHLIGHT shall be responsible for developing an annual season of theaterevents, which will provide audiences with a variety of (heater opportunities.

4.2 The VILLAGE shall guarantee to NORTHUGHT up to five (5) seven-weeR blocRsof time in the NORTH THEATER commencing with the Season Year beginningSeptember 1, 2021 inclusive of loact-m, technical rehearsals, performances, andload-oui Additional weeks may be requested and will be approved when available.A week is defined as Monday through Sunday, with the exception that on the firstMonday of each load-in period, access to the stage is not guaranteed until 12:00noon and that load-out or cleaning rdated to the prior production may continueiater into the day in non-stage areas associated with the NORTH THEATER.

4.2.1 T}ie VILLAGE shal! guarantee to NORTHLIGHT that the five blocks of timemade available lo NORTHLIGtiT each season through the initial Tetni ofthis Agreement (the 2023/24 season) shall be on a comparable scheduleto the 2021/22. Tho VILLAGE shall make best efforts to maintain such aschedule for the extension years of the Agieement.

4.2.2 The Approved schedufe for each production shall be finalized and agreedto by the VILLAGE and NORTHLIGHT no later than November 30 for eachsubsequent season year, after which the agreed upon dates shall not bepre-empted. If NORTHLtGHT wishes to abandon parts, in excess of twoconsecutive weeks in length, of the agreed-upon schedule afterNovember 30, NORTHLIGHT must provide 120 days' notice, and otherwiseshall pay in full rent and all its financial responsibitllies associated with thepreviously agreed upon schedufe.

4.2.3 If suitable dates are not available to NORTHIIGHT. NORTHLIGHT maychoose to present one or more productions at an alternate site. ShoukJNORTHL1GHT exercise this option, the VILLAGE shall have the right to rentthe NORTH THEATER to another user or present its own programs duringtime not used by NORTHLIGHT.

4.2.4 When the NORTH THEATER is not rented to other users, NORTHUGHTmay request permission to begin loacf-in prior to offtcia) occupancy datesfor no additional rent.

Page -1 of;5


4,3 NORTHLiGHT shall create an implement plans or systems to package tickets andmarket its season of events and performances, including necessary sponsorshipsfor the events NORTHUGNT is producing.

4,4 NORTHLIGHT shall be responsible for the hiring and compensation of its ownemployees and volunteers.

4.5 NORTHLIGHT, ils agents, employees and contracting artists, and performers andtheir agents and employees shaf) comply with alt policies, procedures, ruies andregulatuns of all VILLAGE, State and Federal codes, ordinances, rules,regulations and procedures.

4.6 NORTHUGHT shail futly cooperate in making available at reasonable times andthe VILLAGE shal! have the right, to inspect the books, records, plans and othermaterials ofNORTHLIGHT for which the VILLAGE has a need to know, at anytimeduring normal business hours,

4.7 NORTHLIGHT shall File annually with the VILLAGE no later than the last day ol thesixth month of NORTHLIGHT'S fiscal year, a copy of a certified audit and financialreport on the preceding twelve (12) months of NORTHLIGHT'S operation. Suchcertified audit report shall include an auditor's opinion, a balance sheet, a

statement of revenues, expenditures and changes in fund balance, a slatement ofchanges in financial position and the notes to the financtai standafds.

4.8 NORTHUGHT shall submit reports to the VILLAGE regarding the scheduling.promotion, operation of its events. and financial status as weli as any additionalinformation the VILLAGE may request. Additionally, NORTHLIGHT shallprovide the VILLAGE copy of its routinely (quarterly or after each event)produced fman&al statements. Such financial information shalt be treated asconfklentiat information by the VSLLAGE. NORTHLIGRT shall subfnit an annualreport summarizing this information as soon as it is prepared after (he close ofeach fiscal year,

4.9 The basic and general responsibilities of NORTHLIGHT shall be as enumeratedon Attachment 2, which is attached hereto and made a part of this Agreement.

4.10 NORTHLIGHT shall use reasonable efforts to observe and comply at all times withany reasonable rules and rcgulstkms the VILLAGE may adopt from time totime for the NSCPAS, provided the VILLAGE shatl enforce all such rules andregulations uniformly with respect to a!l renters using the NSCPAS. Such rulesshall not interfere with the content of NORTHUGHT'S artistic product,

NORTHLIGHT'S OBUGATIONSAS PRODUCER.

5.1 NORTHUGHT shaH pay to the VILLAGE Rent based on the fotlowingschedule subject to annual increases as provided for herein.

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a, Theatre Rent at $2850 per week of occupancy including load-in. technicalrehearsal and performance weeks. Performances in excess of eight per weekwill be charged at one-eighth of the weekly rent. If holidays make an eight-performance week unfeasible, weekly rent may be reduced on a one-eighlh pro-rata basis. Rent may not be prorated down for other schedule variances orweather-induced cancellatioits. For the avoidance of doubt, non-tickeledstudent matinees are conskJered performances for the purposes of cslcutalingrent.

b. Rice Rehearsal Room Rent at $750 per week based on a 6-day week withNSCPAS retaining rights to the seventh day. Weekly rent may be pro-raled onlyfor the first partial week of occupancy typscally used for stage managerrehearsal prep.

c. Office Rent at S15.00 per square foot (or 2,015 square feet The square footageof space includes areas designated for exclusive use of NORTHUGHT and a50% pro-rata share of common areas shared with NSCPAS employees. Theresponsibilities of the VILLAGE and NORTHLIGHT with respect to office spaceare delineated in new Paragraph 7.13 herein.

d. Ancillary Spaces for special events or activities not expressly provided for in theAgreement shall be invoiced by the NSCPAS and paid for by NORTHLIGHT ona per-use basis. The rates lor such spaces shall be set by the NSCPAS andmay be adjusted from time to time in a ressonabie matter taking intoconsideration changes in Ihe Consumer Price Index and the cost to providesuch space. Notwithstanding anything in the foiegoing. NORTHLIGHT maycontinue to hold actor auditions at the NSCPAS that are related to productionsto be held at the NSCPAS in the Theatre, Rice Rehearsal Room or other spaceas may be mutuaily agreed upon at no additional cost.

e. NORTHLIGHT agrees to the implementation of at least a one dollar (S1.00)surcharge, commonly referred to as the facility fee, on tickets priced fifteendollars ($15.00) or greater payable to the NSCPAS on paid admissions toNORTHUGHT's productions in the NSCPAS The VILLAGE and NSCPASresen/e the right to increase the por-ticket surcharge/facility fee by up to anadditional one dollar ($1,00) for any Season Year beginning with the 2022-23season provided that such determination is reached and written notificationprovided to NORTHLIGHT no later than December 1 of the prior year.

5.1.1 The VILLAGE shall invoice NORTHLIGHT at the end of each month forrental of Ihe theatre, rehearsal room, offices and other ancitlaty spacesused during the preceding month and NORTHLIGHT shaft pay suchinvoice within twenty (20) days. tn the event that NORTHLIGHT is indefault for rent obligations, upon five days written notice, the rents anddirect expense due the VILLAGE may be deducted from any ticket office

revenues held by the VILLAGE when payments o^ moneys dueNORTHLIGHT are made. Rent for the first year or other partial seasonyear during the Term shall be pro-rated based on a 365-day year

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beginning when NORTHUGHT first begins to use the NSCPAS forproductions.

5.1.2 Payments of surcharge amounts collected and due either party shall bemade monthly.

5.1.3 The base rent shall be adjusted by increases in the Department oi Labor,Bureau of Labor Statistics. Consumer Price index for Att UrtoanConsumers in the Chicago-Naperviils-Elgin area (hereinafier "CPI") inaccordance with ArticEe 6 of this Agreement.

5.1 5 in addition to the above amounts, the direct expenses incurred, suppliespurchased, or other services obtained to operate their event, will be billedto NORTHLIGHT. These shall include but not be limited to stagehandsto work the productions; credit card discounts applied to tickets soldwithout a convenience charge to the customer; ticket printing orequivalent costs, ticket offices forms or supplies Specific toNORTHLIGHT'S ticket sales; marketing and advertising costs, housemanager, security, and other front of theater staff for all performances orproduclions; and any equipment rented or supplies ordered specificalEyfor NORTHUGHT'S productions. NORTHLIGHT shall use theVJLLAGE'S above services to the extent needed for the operation of

productions and as requested by NORTHUGMT. With the exception ofticket takers and ushers said services cannot be provided by any entityor persons other than the VILLAGE or individuals working on behatf ofthe VILLAGE.

5.1.6 Applicabfe labor rates shall be set by the VILLAGE, but shall remaingenerally the same as current levels, subject to annual increases basedon CP1 and changes to federal, state, or ioca! employment laws.

5,2 For each production or event NORTHLIGHT produces, the specified dates, hoursand times of occupancy, and specific uses of the theater shall be determined and

detailed in an annual usage aQreemenl

5,3 NORTHUGHT shall bo responsible for all financial risks associated with anyevents it produces and/or presents at the NSCPAS, This sMi specifically includebut shal! not be timrted to the payment and/or reimbursement to the VILLAGE foramounts due.

5.4 NORTHUGHT shall have full responsibilily for and control of program content andthe artistic aspects of productions which the NORTHLIGHT produces and/orpresents. To the esrient the VILLAGE, or its agent co-produces a production withNORTHLIGHT. the VILLAGE and NORTHUGHT shall mutually agree on ail

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budgetary, financial and non-artistic aspects ol the production. The details andfinancial arrangements of any co-producing of productions shall be set out in theannual usage agreement each year.

5.5 NORTHLIGHT shall by the nature of being a producer/presenter, haveresponsiblfKy for marketing and promoting the events that it produces andpresents,

5 6 NORTHUGHT may In addition to the regular annual season produce, present orco-present other events in tho NSCPAS. Such presortting shall be done incoordination with the events of the other resident organizations and/or rentalevents scheduled and shall require written approval from the VILLAGE, Incoordinating its event plans with other resident organizations, NORTHLIGHT shallavoid any conflicts or duplication in target audiences for which it produces orpresents. The decision of the VILLAGE with regard to any such contlicts shall befinal.

RENT ADJUSTMENTS.

6.1 tn the second year of the Agreement beginning September 1, 2022, Theater Rent.Rice Rehearsal Room Rent and Office Rent w>H each increase by five porcent(5%). In the third year of Ihe Agreement beginning September 1, 2023 TheaterRent, Rice Rehearsal Room Rent and Offtee Rent will each increase by fivepercent (5%). If the Agreement is extended into optionaf years four and five, rentshall be increased on September 1 of each year by an amount equal to the mostrecent CPt for the preceding twelve (12) months, however, in no event shall Iherental rates (induding the revised CPI adjustment) for any Season Year be lessthan the rental rates for the immediately preceding Season Year. Ail referencesm the Agreemenl to the CPI, the CPf Adjustment, or to amounts to be adjusted inaccordance with the CPI shall be deemed to refer to the Revised CPI Adjustment.If publication of the CPt shat! be discontinued, the parties shall thereafter acceptcomparable statistics on increases in the cost of living computed and publishedby an agency of the United States or by a responsible financial periodical ofrecognized authority then selected by agreement between <he VILLAGE andNORTHLIGHT.

6.2 The obligations of NORTHLIGHT to make payments provided for herein shallsurvive the expiration of the term or eariier termination o< this Agreement, but anyadjustment with respect to amounts payable with respect to the Season Year inwhich the term ends shall be Einafly made between the VILLAGE andNORTHLIGHT based on the most recent estimates or informatun availabie to theVILLAGE and NORTHLIGHT as of the date which is as near as is practicabte tothe date the term ends.

VILLAGE'S 08UGATIONS.

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7.1 The VILLAGE shall be responsibte for and maintain control of the master calendarforuseoftheNSCPAS.

7.2 The renting of the NSCPAS to various entities shai) be the primary responsibilityof the VILLAGE. All rental contracts shall be between the Renter and theVILLAGE. NORTHUGHT shall not subcontract the use of the NSCPAS toanother event or presenter/producer

7.3 The VILLAGE shal! operate and maintain the NSCPAS in accordance with therequirements of the Support Agreement with the State of Illinois. Department ofCommerce and Communrty Affairs, dated August 8, 1993, Grant No. 94-30101.

7.4 The VILLAGE shall operate and manage the NSCPAS in accordance with theintergovernmental Agreement with the VILLAGK.

7,4.1 This Agreement shall be administered by the COE of the VILLAGE whoshall be responsible for establishing management procedures or systemswhich provide the effective communication, decision making, confrols, etc.necessary for the operation of the NSCPAS.

7.5 The services provided by the VILLAGE for the operation of the NSCPAS shaB beof a high quality and shall be provided in such a manner as to satisfy the needsof the patrons and of resident organizaiions. The VILLAGE shall be responsiblefor and shali promptly respond to resolving performance evaluation problems.

7,6 The VILLAGE shall timely provide NORTHLIGHT weeRly draws from the ticketoffice revenues held by the VILLAGE for ticket sales to alt future performancessoid by the VILLAGE'S ticket office. Such draws shall be subject toNORTHLIGHTS obligations under paragraphs 5. 1. NORTHUGHT shall be solelyresponsible for all costs associated with any cancellations including tickel satereimbursements.

7.7 The VILLAGE shall altow NORTHLIGHT to self novelties, music recordings andother type souvenir items that NORTHUGHT creates and/or exclusively marketsin conjunction with their productions in the NSCPAS without the sharing of anyrevenues or payment of any commissions to (he NSCPAS. This provision shal!not apply to novelties, recordings or other souvenir items created and/or marketedby a third party or by a performer or artist in or associated with a production.

7.8 The VILLAGE shafl set the service charges for telephone orders, internet orders,subscription orders and other convenience methods of selling NORTHLIGHT'stickets in consultation with NORTHUGHT. Service charges made to the customerfor such convenience shall consider the pries of tickets, customer attitudes towardconvenience senfice charges, the cost of providing the agreed upon level ofservices, and consistency with the charges for similar service for other eventsThe VILLAGE shall retain 100% of such service charge revenues for the purposes

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of operating the NSCPAS. The subscription order fee shall be set at $10 per orderfor the duration of the Agreement.

7.9 The NORTH THEATER may be renamed at the discretion of the VILLAGE at anytime.

7.10 The VILLAGE shall provide NORTHLIGHT with the following promotional dispiayareas, provided that the failure of the VILLAGE to provide such display space dueto damage of the display equipment or adjacent areas beyond the VILLAGE'Scontrol shall not be considered a breach of this Agreement:

a. One outdoor display case;

b. One banner space on front of building for company logo;

c. Five poster display iocations in lobby at NSCPAS discrefion With the NSCPASmaking ever/ effort to provide space for ail five posters to be displayed

together;d. Exclusive use of at least one of the two poster locations adjacent to the

entrance of the NORTH THEATER when NORTHUGHT is in production inthe NORTH THEATER. It is the desire of the NSCPAS to replace theseposters with digital displays. If such equipment is installed, (he NSCPAS will

coordinate with NORTHLIGHT to ensure that NORTHLIGHT has visibilitycommensurate with the spirit and intent of this paragraph; and

e. Inclusion !n digitat Lobby Displays, marquee, and on website as long as

such services are offered to other organizations.

7.11 The VILLAGE shatt provide NORTHLIGHT with 2,015 square feet of office spaceas defined in Ihe new Attachment 3 which shaft include three private offices on thesecond floor (one of which is the recently converted closet); space in the openoffice area, including the v/ork station furnishings owned by the VILLAGE and

which NORTHL1GHT is using as of August 1, 2021; One private office forproduction staff on the basement ievel; and use of common areas tnctuding thereception area, office restroom. kitchenette and two conference rooms,Conference rooms are subject to availability at the tune of request.

7.11.1 The VILLAGE shall provide NORTHLIGHT with access to shared officeequipment including the postage meter and copier. Postage used byNORTHUGHT will be invoiced to NORTHUGHT af She prevailing poslagerates. The NSCPAS shaii set the per-copy rate for use of the copier basedon the cost to provide the service, v/hich may change Irom time to time.

7.11.2 The VILLAGE shall provide telephone service to NORTHLiGHT andNORTHUGHT shall pay for such service on a per-line basis. The rates forsuch phone lines wifi be set by the NSCPAS based on the cost to providesuch service, and the rates may be adjusted from time to time. The numberof phone lines may be reduced by NORTHLIGHT at NORTHLIGHT's solepleasure. NORTHUGHT may request addittonal phone lines, but theVtLLLAGE is under no obligation to meet this request if ec|uipment or then

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existing tefephone service agreements it has in effect for the NSCPASmake meeting such request unfeasible. Addstionalty, NORTHLIGHT willpay any long-distance charges directly attributed to its use of such service.

7.11 3 When the ViLLAGE and NSCPAS deem it necessary to have a receptionistthere will be no additional charge to NORTHLIGHT for such service,

7.12 The basic and general responsibilities of the VILLAGE with regard to operatingthe NSCPAS are enumerated in Attachment 1. which is attached hereto and made

a part of this Agreement.

7.13 The VILLAGE will use reasonable efforts to avoid interruptions in the services tobe provided hereunder, provided that the VILLAGE shall not be liable forinterruptions caused by Force Majeure. Any such interruption of service shallnever be considered an eviction or disturbance of NORTHUGHT'S use of theNSCPAS or any part thereof. or render the VILLAGE liable to NORTHLIGNT fordamages, or relievs NORTHLIGHT from performance of NORTHL1GHTSobligations under (his Agreement: provided. however, that in the event suchservices shalt be interrupted for a period of more than 7 consecutive days duringa production. NORTHLIGHTS base rent shall abate on a pro-rata basis for eachday such interruption continues beyond such 7-day period and provided furthef,Ihst w\ the event such services shaft be interrupted for a period of six months,NORTHLIGHT shall have Ihe right to cancel and terminate this Agreement as ofthe date such services were interrupted

7.1-4 The VIU-AGE shall, at the VILLAGE'S expense, maintain and repair the roof,moveable floor system, air conditioning and heating system, lighting and soundsystem, ffoor covering, supporting members, Ibo foundations, exterior watis andthe structural aspects of the NSCPAS, service lines for the property and buHding,lawn landscaping and parking lots and all other services in respect to the common

areas and exterior portions of the Building.

7.14.1 The VILLAGE shall be responsible for installing and removing the portablefloor used in connection with flat floor uses of NORTH THEATER Suchinstallation and removal shati be done in such a manner as to not damagethe NORTH THEATER.

7.14.2 In the event of fire or other casualty, or partial condemnation, the VILLAGEwill expedltiously repair or rebuild as necessary to assure the usability ofthe NORTH THEATER.

7.15 The VILLAGE recognizes that NORTHLIGHT provided and paid for certain soundequipment and that such equipment currently Instalied in the NORTH THEATERbelongs lo NORTHLIGHT, The VILLAGE intends to purchase and instad a newsound system in the NORTH THEATER on or about January 1, 2022 for the useof all tenants in the NORTH THEATER at no additional cost to NORTHLIGHT. Inthe event that a new sound system is not mstalfed as cited herein, The NSCPASshall facilitate the rental of equipment belonging lo NORTHLIGHT and used by

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others with payment to NORTHLIGHT or, if necessary, remove and restore suchequipment at NSCPAS expense.

7.16 The VILLAGE recognizes IJiat NORTHUGHT provicfed and paid for the furnishingof the green room serving the NORTH THEATER with such items as arefrigerator, microwave oven. sofa. etc. With multiple users of (tie NORTHTHEATER, the VtLLAGE wilf assume responsibility for the repair and replacementof such equipment, with the provision that any such equipment or furnishings thatthe VILLAGE purchases or provides newduhng the Term of this Agreement shallremain the property of the VILLAGE upon the termination of the Agreement. TheNSCPAS wilt thoroughly clean the Green room ai NSCPAS expense between

occupants.

7.17 Notwithstanding anything contained in this Section or elsewhere in the Agreementto the contrary, the VILLAGE shaii use commerclally-reasonable, good faithefforts to keep rate increases for labor, equipment, and ancillary rental spacesubstantially similar to recent practice. Notwithstanding the foregoing, nomsximums for such rates are set forth in the Agreement.

DEVELOPMENT OF_CONTRtBUTED SUPPORT,

8.1 NORTHUGHT shall use ils best effod to cooperate with (he VILLAGE and >heFOUNDATION in their developing and implementing plans to raise ContributedSupport to fund the capital, endowment, operating, and programming needs ofthe NSCPAS.

8,2 NORTH LIGHT shall be responsible for the design of plans and theimplementation of fundraising plans to support NORFHLIGHT. NORTHLIGHT

shall obtain permission of the VILLAGE to use the NSCPAS, including but notiimiled to the NORTH THEATER. for any fundraislng programs or events whosepurpose is to raise funds for anything to take place outside of the NSCPAS, other

than Ihe use of the NORTH THEATER for theatricat productions contemplated inthis Agreement.

8.3 NORTHLIGHT shalf have ths right to place appropriate recognition of its majorsponsors and donors in the NSCPAS, all as approved by the VflLAGE. Suchrecognilkin shall be consistent with the VILLAGE'S policy on donor and sponsorrecognition and the recognition afforded other donors to the NSCPAS.

TERM OF AGREEMENT.

9.1 1 he term of this Agreement ("Tenn") shall commence on September 1, 2021 andexpire on August 31, 2024 (the "Termination Date"). This Agreement may beextended for up to two additional one-year terms subject to mutuai agreement byNORTHLIGHT and the VILLAGE. If both parties have not agreed to suchextension in writing by August 31 of the year prior to the Termination Date, thenthe Termination Dale shall remain in effect.

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9.1.1 NORTHLIGHT has ttie option of termJnating the office space portion of thisAgreement on August 31, 2023 or anytime thereafter with six monthswritten notice to the VILLLAGE. Should NORTHLIGHT exercise thisoptron, at) other provisions of the Agreement shall remain in fuit force andeffect.

9.2 Either party may terminate this Agreement for cause in accordance with their

respective rights set forth En Paragraphs 9.3 or 9.4 of the Agreement, or as mayotherwise be expressly provided for in this Agreement,

9.2.1 The VILLAGE and NORTHLIGHT hereby agree that the dollar amountspayable commencing as of the Rrst day of each such extended term shal!be the dollar amounts for the fina! year of the term then ended, adjustedper the CPI factor as It would regularly appty. NORTHUGMTS and theVILLAGE'S covenants and agieements contained sn tliis Agreement shal!

remain in full force and effect throughout the extended term, includingwithout limitation the obligation to pay Rent.

9.3 If NORTHLIGHT is in default under the terms of this Agreement, the VILLAGEshall gtve NORTHLiGHT whtien notice of such default (the "VILLAGE DefaultNotice"). The VILLAGE Default Notice shalf include specific details as toNORTHLIGHTS default. In response to said notice, NORTHLIGHT shall have30 days from the date of the VILLAGE Default Notice to-

(a) remedy such default provided thai the VILLAGE may by notice loNORTHLIGHT within such 30-day period uniiaterafty extend the time to remedy

such default for up to an additional 90 days. or

(b) present a written plan to remedy such default to the VILLAGE, or

(c) notify Ihe VILLAGE in writing that NORTHLIGHT disputes the existence ofsuch default.

if NORTHLIGHT does not respond to the VILLAGE Default Notice within suchthirty (30) day period, this Agreement shaf! terminate effective as of fhe earlier of(a) twelve (12) months from the date of the VILLAGE Default Notice; or (b) theTermination Date.

9.3,1 If NORTHLIGHT shall remedy such default within the time period setforth in subparagraph (b) of Paragraph 9.3 above, this Agreementshall continue in full force and effect

9.3.2 If NORTHLIGHT shall respond to the VILLAGE in accordance withsubparagraph (b) of Paragraph 9.3 above, the VILLAGE shall reviewNORTHLIGHT'S plan and notify NORTHLIGHT in wriling within 30 daysfrom the date of NORTHLIGHT'S notice whether NORTHLfGHTS pianis acceptable to the VILLAGE. If the VILLAGE accepts NORTHLIGHT'Splan then NORTHUGHT shall promptly proceed lo implement such plan

Page 13 of 25

Page 66 of 84VOSDOCS-#597748-v1-Resoiution_Approving_VenuWorks^Management_&_Programming_Agreement_North_Shore_Center_forJhe^erforming_Arts

and this Agreement shall continue in full force and effect if the VILLAGEfails to respond to NORTHLiGhfT with 30 days from <he date ofNORTHLIGHT'S notice, it shatl be conclusively presumed that theVILLAGE accepts NORTHLIGHT'S plan.

9.3.3 If the VILLAGE shall notify NORTHLiGHT within 30 days from the dateof NORTHLIGHT'S notice in accordance with subparagraph (b) ofParagraph 9.3 above, that the VILLAGE does not acceptNORTHUGHTS plan or if NORTHUGHT shall notify the VILLAGE inaccordance with subparagraph (c) of Paragraph 9.3 above. Uien thedispute with respect to such default shafl be settled by arbitration Enaccordance with Artide 10 and this Agreement shall remain In full forceand effect pending the final settlement of such arbitration.

9.3.4. If this Agreement is terminated in accordance with Paragraph 9.3 above,NORTHL1GHT shall forgive any and all rights to the contributions itmakes io the NSCPAS for the NORTH THEATER.

9.4 If the VILLAGE is in default under Ihe terms of this agreement, NORTHUGHTshall give the VHLAGE written notice of such default (hereinafter "NorlhlightDelault Notice'). The Northlight Default Notice shall include specific details as tothe VILLAGE'S default In response to sakl notice, the VILLAGE shall have 30days from the date of the Northiight Defauit Noifce to'

(a) remedy such default (provided that the VILLAGE may by notice toNORTHLIGHT within such 30-day period unilateratly esrtend the time to remedysuch default for up to an additional SO days). OR

(b) present a written pian to remedy such default to NORTHLIGHT, or

(c) notify NORTHLIGHT in wnting that the VILLAGE disputes the existence ofsuch default.

if the VILLAGE does not respond to the NORTHLIGHT Default Notice within suchthirty (30) day period, this Agreement shall terminate effective as of the earlier of(a) twelve (12) months from the date of the NORTHLIGHT Defaull Notice or (b)the Termination Date.

9.4.1 If the VILLAGE shall remedy such default within the time period set forthin subparagraph (a) of Paragraph 9.3 above, this Agreemenl shallcontinue in full force and effect,

9.4.2 If the VILLAGE shafi respond to NORTHLIGHT in accordance withsubparagraph (b) of Paragraph 9.4 above, NORTHLIGHT shall review theVILLAGE'S plan and notify the VtLI AGE in writing within 30 days from thedate of the VILLAGE'S notice whether the VILLAGE'S plan Is acceptableto NORTHLIGHT. If NORTHLIGHT accepls the VILLAGE'S plan then the

Page 1-1 of 25

Page 67 of 84VOSDOCS-#597748-v1 -Resolution_Approving_VenuWoiks_)Vtanagement_&_PrografTsmfng_Agreement_North_Shore_Center_forJhe_Perfomning_Arts

VILLAGE shaft promptly proceed to tmpfemenl such plan and thisAgreement shall continue in full force and effect. If NORTHLIGHT faifs torespond to the VILLAGE within 30 days from the date of the VILLAGE'Snotice, it shall be conclusively presumed that NORTHLIGHT accepts theVILLAGE'S plan.

9.4.3 If NORTHUGHT shall notify the VILLAGE within 30 days from the date ofthe VILLAGE'S notice in accordance with subparagraph (b) of Paragraph9.4 above, that NORTHUGHT does not accept the VILLAGE'S plan or ifthe VILLAGE shall nolify NORTHLIGHT in accordance with subparagraph(c) of Paragraph 9.4 above, then the dispute with resped to such defaultshall be settled by arbilralion in accordance with Article 10 and thisAgreement shall remain tn full force and effect pending the final settlementof such arbitration.

9.4.4 1» the VILLAGE fails to respond to the NORTHUGHT Default Notice in themanner set forth in this Section 9.4 above, or if this Agreement isterminated by NORTHUGHT due to a default by the VILLAGE,NORTHUGHT shall then be entitled to be reimbursed for NORTHLIGHT'sunsmortszed contributions to the NORTH THEATER to such point,pursuant to a mutually agreeable payment schedule. The amortizationshall be calculated on a straight line, thirty (30) year basis.

9.4.5 In the event that VILLAGE fails to perform its obfigations under Sections7.14 and 7.14,1, then upon seven (7) days written notice NORTHLIGHTmay advance funds to pay for such costs provided that such costs do notexceed $30.000. Any advancement of funds over $30,000 sha!l requireconsent of the VILLAGE. The amount of $30,000 shall be modified inaccordance with the CPf Adjustment.

10 APPLICABLE LAW AND ARBITRATtON.

10,1 This Agreement shall be governed in accordance with the laws of the State ofIllinois and for alt purposes shall be enforced and performed in accordancetherewith. All requirements of the Centre East Clvk; Center Act, Chapter 270,Article 5, et. seq. of (he Illinois Complied Statutes <1992) or as amended shall bestrictEy compli&d with. The parties shali comply with all applicable federal.municipal laws. ordinances and regulations. If any part of this Agreement is (oundto be in conflict with applicable laws, such part shall be inoperative, null and vokjinsofar as it is in conflict with the laws of the State of Illinois but the remainder ofthis Agreement shali be in full force and effect.

10.2 Any controversy or ciaim ("Dispute") shall be decided by arbitration in accordancewith the Construction Arbitration Rules of the American Arbitration Association("AAA"}. This agreement so to arbitrate and any other agreement or consent toarbitrato entered into in accofdance herewith shall be specifically entorceabteunder the prevailing arbitration law of any court having jurisdiction. Notice of

Page 15 of 25

Page 68 of 84VOSDOCS-#597748-v1 -Resolution_Approvjng_VenuWorks_Management_&_Programmfng_Agreement_North_Sho^e„Cente^„fo^Jhe„Performing_Arts

demand for arbitration must be filed in writing with the other parties to thisAgreement and wrth the AM. The ctemand must be made within a reasonabletime after the Dispute has arisen. In no event may the demand for arbitration forthe Dispute be made after instilution of legal or equitable proceecfings would bsbarred by the applicable statutes of limitations or repose. The award of thearbitrators) shali be enforceabie in any court of competent jurisdiction.

11 GENERAL TERMS.

11,1 It is the intent of the parties hereto, that wherever possible, efforts and servicessha!) not be duplicated. The parties shall cooperate and consult one another infuifiUing the terms and obligations of this Agreement.

11,2 if any provision of this Agreement shaft be declared invalid for any reason, suchmvatidation shall not affect other provisions of this Agreement which can be given

effect without the invalid provision and to (his end the provisions of this Agreementare severabSe.

11.3 Any failure by the VILLAGE to enforce any rules or regulations now or hereafterin effect, either against NORTHLiGHT or any other renter of the NSCPAS. shallnot constitute a breach hereunder or waive any such rules and reguiations, butany rule or regulation not generally enforced against other renters of the NSCPASwi!i not be discrimsnatority enforced against NORTHLIGHT.

11.4 All notices, demands or other communications to be given under this Agreementshall be in writing and shall be deemed duty served if sent by certified mail, returnreceipt requested, addressed to the party intended to be sen/ed or personallyserved. Until changed in the manner provided id Ihe previous sentence, theaddresses of the parties shaff be:

Northlight Theatre9501 Skokie Bh/d.SRokie. IL 60077Attention: Executive Director

WITH A COPY TO:Katten Muchin Rosenman ILP525 W. Monroe StreetChicago. !L 60661-3693At1n: Michael Callahan

Village of Skolde51270aktonSt.SkoKie. II 60077Attention: Vi!iage Manager

WITH A COPY TO:

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Page 69 of 84VOSDOCS-#597748-v1 -Resolution_Approving_VenuWori<s_ManagemenL&_Programming^Agreement_North_Shore_Center_for_the_Performing_Arts

Corporation Counsel's Office

51270aktonStSRokie, IL 60077

11.5 If the date for giving any notice required or contemplated to be given pursuant tothe terms of this Agreement hereunder or the performance of any obligationhereunder falls on a Saturday, Sunday or tegal holtday m the jurisdiction in whichthe NSCPAS is located, then said notice or obligation may be given or performedon the neyt business day after such day.

11,6 No waiver of any condition expressed En this Agreement shall be implied by anyneglect of (he VILLAGE or NORTHUQHT 1o enforce any remedy on account ofthe violation of such condilion if such violation be continued or rspeatedsubsequently, and no express v/aivef shall affect any condition other than the onespecrfted in such waiver and that ono only for the time and in the mannerspecifically stated. No receipt of moneys by the VILLAGE or its agent fromNORTHUGHT aHer the terminatjon in any way of the Term or of NORTHLIGHFSrights hereunder or after the giving of any notice shall reinstate. continue or extendthe Term or affect any notice given to NORTHLiGHT prior to the receipt of suchmoneys, it being agreed that after Ihe service of notice or the commencement ofa suit, the VILLAGE may receive and cotfect any rent or other sums due. and suchpayment shall not waive of affect said notice, suit or judgment

11.7 All of the respective rights and remedies of the VILLAGE and NORTHLIGHTunder this Agreement shall be cumulative and none shall exclude other rights and

remedies allowed by Jaw.

11.8 Wherever used in (his Agreement, the singular member shall include the pluraf,the singular and the use of any gender shall be applicable to at) genders.

11.9 This Agreement or the respective interests of the VILLAGE and NORTHUGHTmay not be assigned by either party without the express wntten consent of thenon-assigning party, which consent shati be unreasonabfy withheld.

11,10 Each of the provisions of this Agreement shall extend to and shall, as the casemay require, bind or inure to the benefit, not only of the VILLAGE and ofNORTHUGHT, but also of their respective, legal representatives, successors andassigns, provided this clause shall not permit any assignment contrary to the

provisions of paragraph 11.9.

11,11 The submission of this document for examination and negotiation does notconstitute an offer to license or resenfation of the NORTH THEATER and thisdocument becomes effective and binding only upon the execution and deliveryhereof by the VfLlAGE and by NORTHUGHT. All negotiations, considerations,representations and understandings between the VILLAGE and NORTHLIGHTare incorporated herein and may be modified or aitered only by agreement inwilting between the VILLAGE and NORTHUGHT. and no act or omission of any

Page 17 of 25

Page 70 of 84VOSDOCS-#597748-v1 -Resolution_Approving_VenuWoi1<s_Management_&_Programming_Agreement_Nonh_Shore_Center_for_the_Performing_Arts

employee or other agent of Ihe VILLAGE, shaft alter, change or modify any o< theprovisions hereof. This Agreement constitutes the entire agreement between theVILLAGE and NORTHLIGHT and there are no representations, warranties,promises, agreements, conditions or undertakings, oral or written, between theVILLAGE or NORTHLIGHT other than those set forth herein. Any subsequentchange, addition or alteration to this Agreement shall not be binding upon theVILLAGE or NORTHDGHT unless in writing and signed by both parties.

11.12 Sectional headings in this Agreement are solely for convenience of reference andshall not in any way iimit or amplify the terms and provisions hereof.

11.13 This Agreement may be executed in any number of counterparts, each of whichsf so executed shall be deemed to be an original. in making proofs of thisAgreement, it shatt not be necessary to account for any other counterparts hereof.

11.14 Neither this Agreement, nor any memorandum, affidavit or other writing withrespect thereto, shall be recorded by NORTHLIGHT or by anyone acting through.under or on behalf of NORTHUGNT, and the recording thereof in violation of thisprovision shall make this Agreement null and void at the VILLAGE'S election.

11.15 Nothing contained in this Agreement shall be deemed or construed by the partieshereto or by any third party to create the relationship of principal and agent,partnership, joint venture or any association between ihe VILLAGE andNORTHLIGHT.

11.16 NORTHLIGHT represents to the VILLAGE and the VILLAGE represents toNORTHLIGHT it has full power and authority to enter into (his Agreement and toperform all of its obligations hereunder.

11.17 No person executing this Agreement in a representative capacity for the VILLAGEof NORTHLIGHT shall be held Jnciividuafly liable hefeunder in the absence offraud, provided such person acted with due authority and that intended principaisare bound.

11.18 If either the VILLAGE or NORTHLIGHT fails to perform timely any of therespective terms, covenants and conditions of this Agreement to be performed oneither of such party's part, and such failure is due in whole or in part to a strike,iock-out, labor trouble, inabiiity to procure materials, failure of power, restrictivegovernmental laws and reguiations, riots, insunections. war, fuel shortages,accidents, casuaities, acts oi God, acts caused directly or indirectly by the otherparty (or such other party's agents, employees, contractors, licensees, or Jnvitee)or any other cause beyond the reasonable control of such party (hereinafter"Force Majeure"), then such party shall not be deemed in default of IhisAgreement as a result of such failure untess and until such course for such party'sfailure is removed or eliminated and such party thereafter fails lo so perform.

11.19 Timeisof the essence of this Agreement and of each and all provisions thereof.

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Page 71 of 84VOSDOCS-#597748-v1-Resoiution_Approving_VenuWorks_IVianagement_&_Programming_Agreement_North_Shore_Center_for_the_PerfonDing_Arts

12 HOLD HARMLESS,

12.1 NORTHltGHT shall indemnify and save the VILLAGE harmless of and from anyand all claims that may be made by any person, corporation, organization,employee for any and all injury or property damage arising difeclly or indirectlyfrom NORTHLIGHT negligence in tts use and/or occupancy of NSCPAS,

12.2 The VILLAGE shall indemnify and save NORTHLIGHT harmless of and from any

and at) claims that may be made by any person, corporation, organization,employee for any and alt injury or property damage arising solely from negligence

of the Y/ILLAGE.

13 INSURANCE.

13.1 NORTHUGHT shall maintain the following policies of insurance during the Terminsuring NORTHUGHT and the VtLlAGE. and their respective agents, wilhcompanies licensed to do business in the State of Illinois and as approved by theVILLAGE, but with increases in limits of liability as the VILLAGE may from time totime request:

13.1.1 Property Insurance: Insurance naming NORTHUGHT and theVILLAGE, as their interests may appear, and covering the fullreplacement cost of all of fixtures, lighting and sound equipment, contents,furniture, equipment or other items of NORTHUGHT'S personal propertyin the NSCPAS against ati risk of direct physicaf toss or damage, includingbut not limited to, tire, lightning, sprinkler leakage, water damage,vandalism and malicious mischief, theft, explosion, and such other similarrisks insured against undor the typical extended coverage form.

13.1.2 Liabititv Insurance: Comprehensive general liability or commerciatgenerai liability insurance coverage naming NORTHL1GHT and theVILLAGE, and their respective beneficiaries, agents, and employees,as insured, against claims for bodily injury, Including death and propertydamage occurring in and aboul the NSCPAS under insurance polides

offering coverage limits of not less than $1,000,000 per occurrence with ageneral aggregate coverage of not less than $2.000,000 with companiesacceptable to the VILLAGE.

13.1.3 Event Insurance: As part of the liability insurance or by separate policy.NORTHLIGHT shall purchase and maintain insurance, consistent withArticle 13, appropriate for NORTHLIGHT'S events In the NSCPAS.covering the activities and actions of the audience, empioyees, actors,contracted performers, agents, sub-contractors, co-producer and any otherpersons involved with NORTHLIGHT events.

Page 19 of 25


13.1.4 Worker's Componsatjon and ^ NORTHLIGHTshall purchase and maintain worker's compensation insurance as requiredby law. NORTHLIGHT shall also purchase and maintain employers'liability insurance in the amounts of $500,000 each accident. $500,000policy disease limit, and $500,000 disease each employee.

13.2 NORTHLiGHT shall, prior to the Commencement Date, furnish to the VILLAGEcertificates evidencing such policies of insurance, which certificates shall stale thatsuch policies of insurance may not be cancelled, non-renewed or reduced withoutat least 30 days' prior written notice to the VILLAGE and NORTHLIGHT, IfNORTHLIGHT shall fait to provide such certiftcates of insurance, the VfLLAGEmay at its option procure the same for the account of NORTHLtGHT and the cost

thereof shall be paki to the VfLLAGE immediatety upon receipt by NORTHLIGHTof the bills therefore from the VtllAGE.

13,3 At all times during the Term, the VILLAGE shall maintain the following pDSides ofinsurance for the benefit of the VILLAGE, and their respective agents, withcompanies licensed to do business in the State of Illinois, but with increases inlimits of liability as the VILLAGE may from time to time deem necessary oradvisable:

13.3.1 Pronerty Insurance: Fire and alt-risks coverage property and casualtyinsurance (Jncluding. but not limited to, damage from OoDd> earthquake,surface waler, sewer back-up, explosion, vandaliam, malicious mischief,plate glass breakage and snow and ice), in an amounl to provkic for thereplacement of the NSCPAS (exclusive of the cost of excavation,foundations and footings below ground level) without deduction for physfca!depreciation, inciuding any additions to the NSCPAS subsecfuently madeby the VILLAGE.

13.3.2 Liability Insurance: Comprehensive general liability or commercia!genera! liability insurance coverage against claims for personal injury.death or property damage incurring upon, in or about the Property of notless than $1.000.000 with respect to injury or death to a singfe person, notless than $2,000,000 with respect to any one accident, and not less than$1,000,000 with respect to property damage as in all cases as a combined

single limit per occurrence.

13.3.3 Worker's Compensatton^ The VILLAGE shaff purchase and maintainworker's compensation insurance as required by law for its employees.

13.4 ADDITIONAL INSURANCE REQUIREMENTTS: These insurance requirementsshali be changed only as directed by the VILLAGE. The VILLAGE may for thepurpose of obtaining the most effective and cost efficient coverages purchase,other than for evenls. genera! fiabiiity or other insurance which would provideNORTHLIGHT the needed insurance coverage and prorate its cost with

NORTHLIGHT.

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Page 73 of 84VOSDOCS-#597748-v1.Resolution_Approving_VenuWorks_Management_&_Programming_Agreement_North_Shore_Center_for_the_Performing_Arts

13.5 MUTUAL WAIVER OF SUBROGATION: The VILLAGE and NORTHLIGHTagree to have any and ail property insurance policies carried by either of themendorsed with a clause providing that any release from liability of or waiver of claimfor recovery from the other party entered into in writing by the insured prior to anyloss or damage shall not affect the validity of said policy or the right of tha insurerto recover thereunder, and providing further that the insurer wah/es att rights ofsubrogation which such insurer may have against the other party. WiUiout limitingany reiease or waiver of liability or recover/ contained !n any other provision of thisAgreement but rather in confirmation in furtherance thereof, each of the partieshereto waives all claims for recovery from the other party for any loss or damageto any of its property insured under insurance policies to the extent of any recoverycollectabte under such insurance policies. Notwithstanding the foregoing oranything contained in this Agreement to the contrary, any release or any waiver ofclaims shall not be operative, nor shad the foregoing endorsements be required, incase where the effect of such release or waiver is to invalidate insurance coverageor the right of the insured to recover thereunder or increase the cost thereof(provided that in the case of increased cost the other party shaft have the nght,within 10 days following written notice, to pay such increased costs keeping suchrelease or waiver in full force and effect).

14. Effective Date: This Agreement and all the provisions thereof shall be fetroactivelyeffective to September 1, 2021.

15. No Further Modification Except as amended by subsequent, mutual, writtenagreement, the terms and provisions of the Agreement shall apply and shall remainunmodified and in full force and effect and are hereby ratified and confirmed.

NORTHUGHT THEATRE VILLAGE OF SKOKIE

By: _ ByPresident Village Manager

ATTEST: ATTEST:

By: __ By:Executive Director Village Clerk

Page 31 of 25

Page 74 of 84VOSDOCS-#597748-v1-Resolution_Approving_VenuWoiks_Management_&_Programming_Agreement_North_Shore_CenterJorJhe_Performing_Arts

VILLAGE O? SKOKIE AGR6EMfcH1i W!TH NORTHUGHT THEATRE

Attachment 1Outline of

KEYR£SPONS18tUT[ESOF Vlj^^E:

The VH.LAGE (s Ide op&fstcr of (ha N3CPAS and as such shafl arrange, Nre, contract, or othmwiseimplement the systems and scnicfts rt riccms rwcessary for an effactiva and efficwti opwstton,refahlng all its nghts as how each respons&^ity sbouy be accompisshed. These sh^ mckjde fcutnot be feit<bd to th& (oliowing:

1 Busimss Office for NSCPAS2 Maifttensncfr of:

a, Bufidif(9,b. Grounds,

c fequpnwnt.d Cteaning and janitoftat.e. Set up and tesr dawn of HSC PAS event equipment.i Security. faaifty and during everts;g, HVAC. fov conifortsbte use and occupation of fadtifces during (egtriat office twjrs,

producticris and olher (Ime facilities a(e usttd.h. Water, hot and cotd,

i, Etevatorg, both tfaight and passenger,3 Box Office:

a. Computerized ticketing system, v/iih access by NORTtiUGt-tT,b. Wmdow sates (fa daylime iiours and -rcgula)' sesson p^fonriwces oniy),C Telephone sjtias,

d. Ticket procfissing for S«nes and GfOtJp sales.e. Custodian fw tunrfs.

4 Fioni of House;a. House Staff, ushef, lickat takers, elc (for rcttUlaT season perfofmafices cnSy),

b. Food, Beverage, & Nowity sales,

c. First ad (fcr regular season perfomuwces only),d Parkmg. tfsffic direction (forr&gdar season perfomisnces only),

a. Cofilrc3 ot maslw caiwdai.

b RantN us® cffadHy,i. Establishhg false, tBfins, and proceAjres.

a Imptemeriing rental agreament tefms ard obitgations,rii Contracting \hs rental a? faahly,tv, Sotcslation of a!i t>'pas oi yse^s,

c Schcdute cowdlnatJon wdh cesic^l cirgani^stionsd. Other as the VEUAGE deems neceusry.Uarteting AQ&ncya. Factiity promatton and niitfhellnig,b. Genefa! public [nfofn'aiion,

i. CaSendar offtvcnts,ii General press tdoss irfonnation

c, PU&SC rrt^'ofts retsteri to.

Page 22 of 25


Resolution_Approving_VenuWori<s_ManagemenL^Programming_Agreement_North^Shore^Center_for_the_Performing_Arts

VILLftOE OF SKOKtE AGREEMENT W!T!1 NORTHLIGHT THEATRE

i f-acibty and operations.li, Oenerai event inftntTiati&ft.

d. Adt/ertremg signage or other space sates (not eycrt spccifK':).G. Sponsorthips reOted to faalriy maters w projectsf General senricas lo usetsAll olhfif duties not speolscally identified.

Page 23 of 35


Resolution_Approving_VenuWorks_Management_&_Programming_Agreem6nt_North_Shore_CenterJorjhe_Performing_Arts

VILLAGE OF SKOKtE AGREEMEHT WITH NORTHUOHT THEATRE

Attachment 2OuHlna of

KEY RESPOHSIBIUTIES QiL-HQRTMI.IGUT-IUEAIBE

t Event Producing.a. Producing Ihealriail vrofhs (creating and prescnlicg)b. Co-ptesentmg ptoAictiCfTS (thared rmanctal risk wth iinother entity}

c Presentsig prodiictuns (assume alt firtsndtfl flsk)d. Annual schsdute plafming and coor<Snatk>n wfth the VtLLAGE acd in

cwij^nciicm wsih olher roaidenl ofaanization's.

2 Artitttic content of theatrlca1 w&iks proAmd or pfesentect3 Wsiksling fo? own ptoductlons,

a Piomolicxi.

b Sponsoistisp for productons or pfeaented evcint$,4 Fund raising to provkie andto' pay th< expanses of;

a. Prorfuction undsnMnting or support,b NORTMLtSMT'S Ovsihead.

5 Using shared services onjaruzed wri provitted by iha HSCPAS awiparticipating m th& cosfa thefeof as delnad in Ulis Agftwnwl

Page 24 of 25

Page 77 of 84VOSDOCS~#597748-v1-

Resolution_Approving_VenuWorl<s_ManagemenL&_Programming_Agreement_North_Shore_Center_for_the_PerfoiTning_Arts

\HUMSS OF SKOK1E AGREEMfcNl WtlH NORTHltGHT THEATRE

Altschmem 3.

OFFICE SPACE OUTLINE:

The VILLAGE shas provide NORTHUGHT ofttee spaw as descfibed tn Paragr*iph 7,t1 o( (heAgfsemyot and further rfeftned bebw:

prlvata Officut

Artiatsc Dircdcr£xccutsve DirectorDevelopment Director

Open Office Area (enduding kitchsneBd)

Mam Office Wofkstalior^Fiift cafanets /BJ S(?rsg areaPfoduction / EAjcatbn

Stage Manager Office (fcaswnem)SM office

Conwnofl AreasConteence rcofns{2)Copy / Mau RoamOffice RestfoomReceptfwiKftchenetie

Common Areas Pro-ritted at 50%. 671 *q ft

TOTAL: 2015 aqft

125125

61_.

311

245n

108496321

1t2

1344

87012545

22577

1342

sqflsqfts<jftBqft

sqftsqftsqftSQft

tqft

tqft

cqft

sqti6(t<1SqflECfftsqtisqft

Page 25 of 25

Page 78 of 84VOSDOCS-#597748"v1"Resolution_Approving_VenuWori<s^Management_&_Programming_Agreement_North_Shore_Center_for_the_Perfonning_Arts

Exhibit F

CONSULTING AGREEMENT

This agreement entered into on this I day of'May 2022 by and between VcnuWorks,

Inc., an Iowa corporation locateil at 1615 Golden Aspen Dr, Suite 107,AmesJA50010(hereinaficr

refeiTfyi to as Venu Works) and Venu Works of Sknkie, LLC, an Iowa limited tiahility company with

its principal business located at 1615 Golden Aspen Dr, Suite 107, Ames, 1A 50010, (hereinafter

referred to as LLC).

WHIiK-UAS, the LLC has an agreement \\'ith the Village ofSkokie, 1L, (hereinafter

referred to as Client) to maintain, nianage and market a peribnning arts building know'n as the North

Shore Center for the Performing Arts; and

WHEREAS, VenuWorks docs possess the expertise and is in the business of

providing consulting for the management, operation and promotion of ihcalcr and enlcrtainment

facilities; and

WHEREAS, the LLC isdesiiuas of engaging VenuW(»rks to provide .such services for

the facility heretofore identified.

THERRFORP, « is hereby agreed by and helween the pnrtics as follows.

I.

ENGAGEMENT OF VCNUWORXS

Tile LLC docs hen;by contract wilii VenuWurks tu perform the services as hereinaf'Ecr

described, and Vcnu Works does hereby agree to perform such services in consideralion foe the fees

and covenants as hereinafter set forth.

if.

INDEPENDENT CONTRACTOR


At all times material to this agreement VenuWorks shall act as an independent

contractor and shall nol be considered in any way or manner as an employee, agent, manager, joint

vertturer or partner ofLLC.

III.

TERM

This agreement shall commence on (he I day of July 2022, and continue until liie

301 day of June 2027, unless earlier lenninated by 1,1-C, upon 30 days' wrincn notice loVemi Works,

in the event the contract between LLC and the Viilage ofSkokic is temiiimited.

IV,

SERVICES TO BE PROVIDED BY VENUWORKS

During the term of this agreement VcnuWorks shall provide services for assisting

marketing, sales, event production and promotion, operation and maintenance services for (he U.C,

including;

'd. Bysmess Plan. VenuWork.s .simll assisl [.LC in developmenl ufa Business

Plan as required by Ihc terms of (he Ctierit agreement and any subsequentrenewals, and In be presented to Ciieni for approval and adoption.

b. Payroll Services. VenuWorks shntl providt; ptiyroll services to LLC ak> are

described in the LLC/CHent agreement and any subsequent renewals.

c. Insurance. VcnuWorks shall assist LLC in tSic procurcmcnl of insui'ance

coverage specitted in the LLCVCHent agreement For ihc purpose ofoblrtimng

the best insurance for (he least expcnsivt; rates,

d. PFOgraimnin^. Vem.iWork.s shalt assist LLC in securing entcrfairunent,

performing arts. and live touring events through its corporate network.

c. QECialijOiQS- VcnuWorks shall provide ongoing consultation lo LLC infacility operations including food and beverage service, patron services,

custodial services, event production> maintenance, financial management aiid

box office operations.

Page 80 of 84VOSDOCS-#597748-v1-Resolution_Approving^VenuWorks^Management_&_Programming_Agreement_North_Shore_Center_for_the_Performing^Arts

V.

MANAGEMENT FV.E

a. Commencing on the 15"* day of July 2022 and continuing on Ihe 15( day of

each successive month thereafler during the term ol'this agieement and any

renewais thereof, Venu Works shall be paid a management fee of ^15,OOO.UO

per month for the base management Fee. Partial months will be prorafed.

b. The I J-C agrees to pay to Venu Works any variable, commission, or incentive

management fees collected from the Ciicnt which results from improved

management, in accordance with the formulas set oul in the LLC/Ctient

agreement.

VI.

BILLING

a. VenuWorks will invoice (he LLC foi its fees un the first day of each inonlh,

and the LLC shall immediately puy VenuWorEis all man;tgemenl fees payablewiih respect lo said services rendefcd in (he preceding calendar munfh.

c. Representatives of VenuWorks and the I.LCIshal! meet not later than the 20

day of each calendar month lo review revenues and opcralmg expenses for

the prior calendar month.

VII.

NOTICES

All notices required herein shall be in wntiny and shall be deemed sufTicienlly given

when sent by ce.rlififd or registered mail to the respecfive addrc'^s olfhe pai'iies as hereinafter sel

forth:

If to VcnuWorks: VcnuWorks, Inc.

1615 Golden Aspen Dr. Suite 107AmcsJA 50010

Ifto U,C: VenuVVorks orskokie, 1JX'

1615 Gnlilen Aspen Or, Suite 107Ames,!A50010

Either party mi\y designate an additiona} or another represenliitive ur address fw

Paged of 84VOSDOCS-#597748-v1-Resolution_Approving_VenuWorks_Management^&_Programming_Agreement_North_Shore_Center_for_the_Performing_Arts

notices upon giving notice to the other party pursuant to this paragraph. For the purposes ofthis

agreement, business day shall mean a day which is not a Saturday, a Sunday or a legal holiday oflhi;

United Stales of America.

VIII.GOVERNING LAW

It is agreed thai this agreement shall be governed by, cunstrucd and enforced in

accordance with the laws of the state nflowa.

IX.

ENTIRE AGRHF/MRNT

This agrccmcnl and alt appendices and exhibits hereto embody tl'ic cnlirc agrecmciU

of ihe parties rotating to the services to provided hcrcimder. Tlicrc arc 110 promises, term5>

cotufiiions or obligations ofhcr than those conlaincd htrein, and this agreement shall supersede ail

previous cnmmunicauons, t'epresentatums or agrccmfnls, L'ither urai or \\'ritten, between the parties

hereto.

X,

SRC'HON HEADINGS

Sccliun headings En this agteement are for convenience only and shall have no effect

on the inlerprclation oftlli.s agreement.

W WITNESS WHRRKOF, (he partie.s hureti> have caused ihis agrcemenl lo be

executed on the day ;mci year first above writlen.

VenuWorks, Inc,

By._.

Stevcn L. Pe(crli, President

Page 82 of 84VOSDOCS-#597748-v1.Resolution_Approving_VenuWorks_Management_&_Programming_Agreement_North_Shore_Center_for_the_Performing_Arts

VenuWorksofSkokic,I.LC

By^Manager

Page 83 of 84VOSDOCS-#597748-v1 -Resoiution_Approving_VenuWofks_Management^&^Programming_Agreement_North_Shore_Center_for_the_Performing_Arts

Exhibit G

Village of SkokieStandard Insurance Requirements

INSURANCE REQUfREMEMTS;

Contractor shall maintain for the ciuratkm of this contrsGt aF)d any extensfons ftereof ffisurance issued by a company orcompanies qualified to do business in the State of Illinois. The insurance companies providing coverag6 sha)l be rated in theBest's Key Rating Guide, The Village vsflfl accept companies wth a fating of A- or better and shall have a financial sizecategcuyofVllorbetter,

1.0 Workers Compensation and Emptoyers' Labiiitv

1.01 Workers Compensaiion

1.02 Employefs liabiiitya. Each Accidentb. Disease - policy limitc, Ksease - each emptoyee

Commepcial Gsoeral UedittyGeneral Aggregate LimitProducte-Compteted OperationsEach Occufrence Limit

2.0

3.0

Statutory Limits

$1.000.000$1,000,000$1,000,000

$1,000,000

The Village of Skokie is an additional insured on General Liability pdfcy. The general sggregafe [Emit shafl be a per

Commercial Automobtie Liability - The pc^icy shal! cover aJS owned, non-owned and hired vehicles. The Village ofSkokie is an additionai insured on CormnerciaS Auto Liability policy.

ComUned Singte Limit $1,000,900

'i.O Umbrella / Excess Coverage $10,000,000

The General Liability and Umbre(!a polices are both pnmary and non-contribulofy.

5.0 Contractor agrees that wilh respect to above msyranre. Iho VJilage of Skokte shall;

5.01 The Village of Skokie is an additional insured on Vns above General liability and Umbrella policies.

5.02 Be provided with thirty (30) days written notice of cancdSation w material change.

5.03 Be provided with Certificates of Insurance evkiendng (he above required insurance, prior tocommencement of this contract and Nre&tef with certificates evidencing renewals or replacenrents ofsaid policies of insurance at least iifteen (15) ciays prior to the expiration or canceilation of any suchpolicies.

Page 84 of 84VOSDOCS-#597748-v1"Resoiution_Approving_VenuWorks_IVIanagement_&_Programming_Agreement_North_Shore_Center_for_the_Perform!ng_Arts

M.emorandumEngineering Division

Memo to:

From:

John T. Lopi<:erby, yillage Manager

"j2lRuss Rietveld, Director of Engineering

]V[ax Slankard, Director of Public Works

Date: May 6, 2022

Subject: AGENDA ITEMMay 16,2022 - Village of Skokie Board MeetingOakton MuIti-Use Path

a.) Execution of Local Public Agency Agreement for Joint Funding

The Village of Skokie has been working with the Villages of Morton Grove and Niles to complete amulti-use path along the south side ofOakton between Gross Point Road and Caldwell Avenue. Earlier

this year. The Villages entered into an IGA to govern the construction. The path will be constructed in

phases across multiple construction contracts. The total construction cost is currently estimated at just

over 4.1 million dollars. The Villages have secured almost 3.3 million dollars in funding via local and

Federal grants through the Invest in Cook and Congestion Mitigation and Air Quality(CMAQ)Improvement programs. This leaves around $ 815,000 as the 'local match' to be borne by the VillagesofSkokie, Morton Grove and Niles to complete the construction. The proposed IGA governs the termsof the forthcoming construction and, among other things, lays out that any costs shall be divided up

equally among the three Villages. The construction contract will be administered by the IllinoisDepartment of Transportation(IDOT) and as such requires a Joint Funding Agreement for State-Let

Construction Work. Per the IGA, the Village ofSkokie Is to enter into said agreement with IDOT.

As a result, I recommend that the Village execute the prepared Resolution authorizing execution of the

Joint Funding Agreement for State-Let Construction Work with IDOT. The required Resolution hasbeen prepared by Corporation Counsel. Please present this recommendation for approval to the Mayor

and Board of Trustees at the May 16, 2022 regularly scheduled meeting.

Please contact me if there are any questions.

Attachments

ec: Michael Large, Corporation Counsel

Julian Prendi, Finance DirectorSamantha Maximilian, Senior Engineer

#596580

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MML: 5/16/22 Manager’s Report

Page 1 of 11 VOSDOCS-#597738-v1 Resolution, Approving Local Public Agency Joint Funding Agreement, State-Let Construction w/IDOT, Oakton Multi-Use Path, Gross Point Rd. to Caldwell Avenue

THIS RESOLUTION MAY BE CITED AS VILLAGE RESOLUTION NUMBER

22-5-R-

A RESOLUTION APPROVING AND AUTHORIZING A LOCAL PUBLIC AGENCY JOINT FUNDING AGREEMENT

FOR STATE-LET CONSTRUCTION WORK WITH THE STATE OF ILLINOIS REGARDING THE OAKTON MULTI-USE PATH,

GROSS POINT ROAD TO CALDWELL AVENUE – STAGE 1

WHEREAS, the Village of Skokie (hereinafter “Skokie”) has received Congestion 1 Mitigation and Air Quality (CMAQ) and Invest in Cook funds to undertake a multi-use path 2 improvement project, along Oakton Street, between Gross Point Road and Caldwell Avenue 3 (hereinafter “Project”). The Project is being undertaken in concert with the Villages of Morton 4 Grove and Niles (hereinafter “Morton Grove” and “Niles”); and 5

WHEREAS, the Project is now ready to enter Phase III, the construction phase, which 6 requires construction engineering services. Pursuant to a previous agreement with Morton Grove 7 and Niles, Skokie will undertake the hiring and oversight for construction engineering services; 8 and 9

WHEREAS, Christopher B. Burke Engineering Ltd, an engineering firm that was selected 10 through the qualification-based selection process for this Project and has consulted on other 11 successful roadway projects in Skokie, will provide the services; and 12

WHEREAS, the total estimated cost for the stage 1 construction and construction 13 engineering services is $1,436,493.00. CMAQ funds will cover $1,149,194.00 of the cost with the 14 remaining $287,299.00 to be the responsibility of Skokie, Morton Grove and Niles; and 15

WHEREAS, in order to commence Phase III of the Project, Skokie, as Lead Agency, must 16 enter into a Local Public Agency Joint Funding Agreement for State-Let Construction Work with the 17 Illinois Department of Transportation, a copy of which is attached hereto as Exhibit “1”, for an 18 amount not to exceed $287,299.00; and 19

WHEREAS, the Village Manager recommended to the Mayor and Board of Trustees that the 20 Local Public Agency Joint Funding Agreement for State-Let Construction Work with the Illinois 21 Department of Transportation, for the Oakton Multi-Use Path Project, Gross Point Road to Caldwell 22 Avenue, be approved substantially in the form attached hereto and marked as Exhibit “1”, subject to 23 changes approved by the Village Manager or designee and the Corporation Counsel of the Village 24 of Skokie; 25

NOW, THEREFORE, BE IT RESOLVED by the Mayor and Board of Trustees of the Village 26 of Skokie, Cook County, Illinois that the Local Public Agency Joint Funding Agreement for State-Let 27 Construction Work with the Illinois Department of Transportation, a copy of which is attached hereto 28 and marked Exhibit “1”, or subject to changes approved by the Corporation Counsel and Village 29 Manager or designee, be and the same is hereby approved. 30

of 11 VOSDOCS-#597738-v1 Resolution, Approving Local Public Agency Joint Funding Agreement, State-Let Construction w/IDOT, Oakton Multi-Use Path, Gross Point Rd. to Caldwell Avenue

BE IT FURTHER RESOLVED by the Mayor and Board of Trustees of the Village of Skokie, 1 Cook County, Illinois that the Village Manager is hereby authorized to execute the Local Public 2 Agency Joint Funding Agreement for State-Let Construction Work with the Illinois Department of 3 Transportation, a copy of which is attached hereto and marked Exhibit “1”, subject to changes 4 approved by the Corporation Counsel and Village Manager or designee. 5

PASSED this day of May, 2022.

Ayes: ________________________________ Nays Village Clerk Absent: Approved by me this day of Attest: May, 2022. Village Clerk Mayor, Village of Skokie


Exhibit “1”

#597640 – Master Plan Commission Report for 2021-31P – Zoning Chapter Amendment- General Update

PLAN COMMISSION REPORT 2021-31P: Chapter Amendment Community Development Department Council Chambers, 8:00 PM, May 16, 2022

To: Mayor and Board of Trustees

From: Paul Luke, Chairman, Skokie Plan Commission

Case: 2021-31P: Zoning Chapter Amendment

General Zoning Ordinance Update

PLAN COMMISSION ANALYSIS

At its April 7, 2022 meeting, the Plan Commission reviewed updates to the zoning ordinance presented by staff including the following items:

1. No longer require formal public hearings for subdivision plats and parking determinations. These items will be presented as regular business on Plan Commission agendas.

2. Add the OR district in the site plan section. Even though site plan review is required in the OR district, it is not currently listed in the site plan section.

3. Prohibit window trim lighting that is not an architectural feature of the building.

4. Add a section for “Solar Energy Systems,” which explicitly allow rooftop-mounted and yard-installed solar panels.

5. Add the option for mixed-use developments in the B4 district. The change will incorporate design elements required in other mixed-use districts, change the name from B-4 to RX, and add cannabis dispensary as a permitted use to the district.

6. Allow parking to be shared between commercial and residential uses within mixed-use developments.

7. Change buffer requirements for cannabis dispensaries if located within 750 ft. from Skokie Police Headquarters.


The Plan Commission unanimously approved the proposed chapter amendment on the condition that staff works on language that will maintain a minimum level of commercial within the B4 district.

Please also note that staff continued to improve the amendment language after the Plan Commission’s recommendation, but no substantive changes were made.

INTERESTED PARTIES

Legal Notice was properly advertised as prescribed by the Zoning Chapter. For the solar panel section, staff worked with SolSmart. For the B4 changes, staff worked with affected property owners including representatives of Westfield Old Orchard Mall, Village Crossing, and the owners of property at Touhy & Linder.

PLAN COMMISSION RECOMMENDATION AND VOTING

The Plan Commission recommended, by a vote of 5 ayes, 0 nays, and 4 members absent, that Chapter 118 Zoning of the Skokie Village Code be amended as recommended in the Staff Report for 2021-31P.

ATTENDANCE AYES NAYS ABSENT

Lakhani X

Ousley (moved) X

Shah X

Franklin X

Gevaryahu X

Minchella X

Burman X

Mathee (second) X

Luke X


RECOMMENDED CHAPTER AMENDMENT

Sec. 118.8 Hearing, appeals, and modified reviews.

(a) Hearings

(1) Notice. Public hearings are required for map amendments, chapter amendments, site plan approvals, special use permits, and variances and are not required for parking determinations or subdivision plats. Upon receipt of an application in proper form, the Zoning Official shall arrange to advertise the time and place of the public hearing. Such advertisement shall be given by at least one publication in a newspaper of general circulation within the Village. Such notice shall state the nature of the request, the location of the property, and the time and place of the hearing. Except for parking determinations and zoning chapter amendments, personal notice must be given by regular mail of the time and place of the hearing to each property owner, as ascertained by the most recent available property tax records available to the public by the Cook County Assessor's Office, of all lots or buildings lying in whole or part within 250' of the property lines of the subject property and all tenants, occupants, and property owners on the subject property. The petitioner must file an affidavit with the Zoning Official containing a complete list of the names and last known addresses of all persons served proper notice pursuant to this section. The notice shall be advertised, posted in a conspicuous manner on the subject property, and delivered by first class mail not more than 45 days nor less than 15 days prior to the hearing, as applicable.

Sec. 118-58. – Required site plan approval.

In the OR Office Research District and all business, mixed-use and residential districts site plan approval is required for the development, redevelopment, or modification of buildings and structures or site plan modifications of sites 1 acre or larger in size.

Sec. 118-71. Window Trim Lighting

Rope lighting, flexible lighting, series lighting and other similar application window trimming are prohibited if visible from a


public way. This section is not intended to prohibit seasonal lights.

Sec. 118-72. Solar Energy Systems

(a) Roof-mounted solar energy system (1) Defined as a solar energy system that is structurally

mounted to the roof of a building or structure. (2) Permitted as an accessory structure within all zoning

districts. (3) The height shall be no more than 15’ above the

highest point of a building’s roof or 15’ above the existing allowable building height in the district, whichever is lower in height.

(4) No portion of the structure shall be located within any required yard.

(b) Ground-mounted solar energy system

(1) Defined as a solar energy system that is structurally mounted to the ground and is not roof-mounted

(2) Permitted as an accessory structure within all zoning districts.

(3) The structure height shall not exceed 1 story or 15’ in height.

(4) The structure shall meet setback requirements for accessory structures as per Section 118-60 of this chapter.

(5) The total area of all accessory structures shall not occupy more than 30% of the rear yard.

(c) Electrical transmission lines.

All on-site electrical transmission lines connecting a solar energy system to a building or to the electrical distribution system shall be located underground.

(d) Building permit required.

A building permit is required for the construction or installation of a solar energy system.


Sec. 118-99. – Cannabis dispensaries.

(c) Location restrictions. A dispensary shall not be located within 1,500' of the property line of a pre-existing dispensary or within 1,000' of the property line of private or public school grounds, a child care center not in a residence, a public park, a library, or a games arcade establishment to which admission is not restricted to persons 21 years or older, unless it is located within 750 feet of Village Police Headquarters and all other statutory location restrictions are met.

Sec. 118-145. - B4 Regional Shopping district. Sec. 118-188. – RX Regional

Mixed-Use Shopping District

The Regional Mixed-Use Shopping district is established to accommodate business establishments of a wide range of mixed-use, retail business, and complementary uses to serve a trade area reaching out for several miles or more and embracing a large segment of an urban region. All properties within this district shall be considered planned developments requiring site plan approval in accordance with Article II of this chapter. The following requirements shall apply to the B4 RX district:

Minimum District Size: 20 acres

Commercial Buildings:

(1) Building height. The maximum building height shall be:

a. Three stories, not to exceed a maximum height of 65 feet.

b. Twelve stories, not to exceed a maximum height of 175 feet, provided that the following criteria are met:

1. The third level of such structure shall not be located closer than 250 feet to each boundary of the district; and

2. The maximum floor area shall not exceed 12,000 ft 2 per floor above the third level.

(2) Yards. No building, structure or accessory building shall be erected or maintained within 150 feet of any boundary of a B4 district.

Mixed-Use Buildings:


(1) Building height. The maximum building height shall be twelve stories, not to exceed a maximum height of 175 feet.

(2) Yards. A minimum front yard of 25 feet along Illinois State Route frontages and 15 feet along other street frontages is required. A minimum side and rear yard of 25 feet is required. A minimum landscaped buffer yard of 25 feet is required when adjoining the property line of a residentially-zoned property within or outside the Village boundaries. Credit against applicable yards will be extended for any land donated for right-of-way purposes.

(3) Commercial area. A minimum of 10,000 square feet or 15% of net first-floor area, whichever is less, of first-floor commercial is required within each mixed-use building, excluding space devoted to parking.

(4) Building design.

a. The minimum first floor height, measured from grade to the second story finished floor level floor, for commercial spaces shall be 15 feet.

b. The minimum depth on the first floor commercial shall be 24 feet.

c. At least 60% of first floor linear frontage shall be devoted to commercial uses or lobby area.

d. At least 50% of the wall area that is between 2 and 12 feet above grade shall be occupied by windows and/or entry doors. These windows and doors shall be the following requirements:

1. Utilize clear transparent glass in order to provide clear views of building interiors from the street to allow natural surveillance of the street and adjacent outdoor spaces.

2. Tint, internal screening, patterns or mirrored coatings are prohibited.

3. Coatings shall be limited to those necessary to meet the minimum U-factor requirement in the latest edition of the International Energy Conversation Code adopted by the State of Illinois.

4. Be of commercial grade and design.


5. The surface shall not be covered or obstructed by products, signs in excess of the requirements in the Signs chapter, or other opaque materials placed behind the window.

e. An entrance to a corner building shall be located at the corner.

(5) Restricted uses. Residential uses are only to be permitted within mixed-use buildings.

Section 118-211. Collective use of parking spaces

No parking shall serve as a required space for more than 1 use, except in mixed-use developments on the same site, where 20% of required parking for residential uses may be shared with commercial uses through a shared parking agreement.

Appendix A. — Use Table

Residence, 3- or more unit multifamily

Add as a Restricted Use (R) in the RX District

Cannabis dispensary

Add as a Permitted Use (P) in the RX District


ATTACHMENTS

1. Staff Report 2. Meeting Minutes

VOSDOCS‐#596793‐v1‐Staff_Report_for_2021‐31P_Zoning_Chapter_Amendment_‐_General_Update

STAFF REPORT 2021-31P: Zoning Chapter Amendment Community Development Department Council Chambers, 7:30 PM, April 7, 2022

To: Paul Luke, Chairman, Skokie Plan Commission

From: Matt Brandmeyer, AICP, Community Development Director

Case: 2021-31P: Zoning Chapter Amendment: General Zoning Ordinance Update

General Information Petitioner Village of Skokie

Purpose The Village of Skokie is requesting an amendment to Section 118 of the Skokie Village Code to make changes to the Zoning Ordinance to the B4 Shopping District, the addition of Solar Requirements, and other updates and corrections.

STAFF REVIEW

Staff proposes the following updates to the zoning ordinance:

1. Public hearings – staff proposes to remove the requirement for public hearings to be held for parking determinations and subdivision plats. There is no specific statutory requirement to hold hearings for these items, and they can be reviewed as regular business. Since subdivision plat reviews are largely a ministerial process where the Village is obligated to approve a plat that meets minimum requirements, staff is concerned a formal public hearing raises expectations by the public that a plat can be denied even if it meets minimum requirements. We experienced this a few months ago with the review of a plat on Wood Drive because it had ties to the Carvana proposal.

2. OR district site plan approval – staff proposes to add the OR district to the site plan approval section. As per the OR district regulations a site plan review is required in the OR district. However, the site plan section omits review for industrial zoning districts including OR. Staff proposes this change in order to avoid confusion for future OR district proposals.

3. Window trim lighting – staff proposes a prohibition on window trim lighting. Staff has received complaints that window trim lighting is unsightly and disharmonious with nearby businesses and commercial street frontage.

4. Solar energy systems – staff proposes to include specific language for solar energy systems or solar panels in coordination with SolSmart. The code doesn’t address solar panels. We have approved them as accessory structures. By adding the language to the code, we are explicitly allowing their review and approval. The ordinance language


employs language provided by SolSmart and uses language from our Wind Energy System requirements.

5. B4 Shopping District – staff proposes to add a mixed-use building option to the B4 district. The change is in anticipation of a mixed-use development proposal at Touhy & Linder. Old Orchard Mall and Village Crossing, which are the only B4 areas in the Village, have expressed interest in adding mixed-use development to their campuses. Mixed-use is a trend seen in large shopping areas across the country and may play a key role in their continued vitality. The proposed language uses existing B4 district language and components of the Mixed-use district requirements. This included adding multifamily as a restricted use in the district. The proposed development includes a potential cannabis dispensary. The Touhy/Linder area is one of two areas where a dispensary can be located with the other being the existing Curaleaf site. Staff has added this as a permitted use in the district.

6. Collective use of parking – staff proposes to allow parking to be shared between commercial and residential uses within a mixed-use building outside the mixed-use districts. The rationale is businesses can use residential parking when it isn’t being used since the peak times are different. Staff proposes to allow up to 20% of required residential parking to be shared.

STAFF RECOMMENDATION Staff recommends that Chapter 118 Zoning of the Skokie Village Code be amended with the text in BOLD as follows:

Sec. 118.8 Hearing, appeals, and modified reviews.

(a) Hearings

(1) Notice. Public hearings are required for map amendments, chapter amendments, site plan approvals, special use permits, and variances and are not required for parking determinations or subdivision plats. Upon receipt of an application in proper form, the Zoning Official shall arrange to advertise the time and place of the public hearing. Such advertisement shall be given by at least one publication in a newspaper of general circulation within the Village. Such notice shall state the nature of the request, the location of the property, and the time and place of the hearing. Except for parking determinations and zoning chapter amendments, personal notice must be given by regular mail of the time and place of the hearing to each property owner, as ascertained by the most recent available property tax records available to the public by the Cook County Assessor's Office, of all lots or buildings lying in whole or part within 250' of the property lines of the subject property and all tenants, occupants, and property owners on the subject property. The petitioner must file an affidavit with the Zoning Official containing a complete list of the names and last known addresses of all persons served proper notice


pursuant to this section. The notice shall be advertised, posted in a conspicuous manner on the subject property, and delivered by first class mail not more than 45 days nor less than 15 days prior to the hearing, as applicable.

Sec. 118-58. – Required site plan approval.

In the OR Office Research District and all business, mixed-use and residential districts site plan approval is required for the development, redevelopment, or modification of buildings and structures or site plan modifications of sites 1 acre or larger in size.

Sec. 118-71. Window Trim Lighting

Rope lighting, flexible lighting, series lighting and other similar application window trimming are prohibited if visible from a public way. This section is not intended to prohibit seasonal lights.

Sec. 118-72. Solar Energy Systems

(a) Roof-mounted solar energy system (1) Defined as a solar energy system that is structurally

mounted to the roof of a building or structure. (2) Permitted as an accessory structure within all zoning

districts. (3) The height shall be no more than 15’ above the highest

point of a building’s roof or 15’ above the existing allowable building height in the district, whichever is lower in height.

(4) No portion of the structure shall be located within any required yard.

(b) Ground-mounted solar energy system

(1) Defined as a solar energy system that is structurally mounted to the ground and is not roof-mounted

(2) Permitted as an accessory structure within all zoning districts.

(3) The structure height shall not exceed 1 story or 15’ in height.

(4) The structure shall meet setback requirements for accessory structures as per Section 118-60 of this chapter.

(5) The total area of all accessory structures shall not occupy more than 30% of the rear yard.

(c) Electrical transmission lines.


All on-site electrical transmission lines connecting a solar energy system to a building or to the electrical distribution system shall be located underground.

(d) Building permit required.

A building permit is required for the construction or installation of a solar energy system.

Sec. 118-99. – Cannabis dispensaries.

(c) Location restrictions. A dispensary shall not be located within 1,500' of the property line of a pre-existing dispensary or within 1,000' of the property line of private or public school grounds, a child care center not in a residence, a public park, a library, or a games arcade establishment to which admission is not restricted to persons 21 years or older, unless it is located within 750 feet of Village Police Headquarters and all other statutory location restrictions are met.

Sec. 118-145. - B4 Regional Shopping district. Sec. 118-188. – RX Regional Mixed-

Use Shopping District

The Regional Mixed-Use Shopping district is established to accommodate business establishments of a wide range of mixed-use, retail business, and complementary uses to serve a trade area reaching out for several miles or more and embracing a large segment of an urban region. All properties within this district shall be considered planned developments requiring site plan approval in accordance with Article II of this chapter. The following requirements shall apply to the B4 RX district:

Minimum District Size: 20 acres

Commercial Buildings:

(1) Building height. The maximum building height shall be:

a. Three stories, not to exceed a maximum height of 65 feet.

b. Twelve stories, not to exceed a maximum height of 175 feet, provided that the following criteria are met:

1. The third level of such structure shall not be located closer than 250 feet to each boundary of the district; and

2. The maximum floor area shall not exceed 12,000 ft 2 per floor above the third level.

(2) Yards. No building, structure or accessory building shall be erected or maintained within 150 feet of any boundary of a B4 district.


Mixed-Use Buildings:

(1) Building height. The maximum building height shall be twelve stories, not to exceed a maximum height of 175 feet.

(2) Yards. A minimum front yard of 25 feet along Illinois State Route frontages and 15 feet along other street frontages is required. A minimum side and rear yard of 25 feet is required. A minimum landscaped buffer yard of 25 feet is required when adjoining a residentially-zoned property within or outside the Village boundaries.

(3) Commercial area. A minimum of 10,000 square feet or 15% of gross first-floor area, whichever is less, of first-floor commercial is required within each mixed-use building.

(4) Building design.

a. The minimum first floor height measured from grade to the second story finished floor level floor shall be 15 feet.

b. The minimum depth on the first floor commercial shall be 24 feet.

c. At least 60% of first floor linear frontage shall be devoted to commercial uses or lobby area.

d. At least 50% of the wall area that is between 2 and 12 feet above grade shall be occupied by windows and/or entry doors. These windows and doors shall be the following requirements:

1. Utilize clear transparent glass in order to provide clear views of building interiors from the street to allow natural surveillance of the street and adjacent outdoor spaces.

2. Tint, internal screening, patterns or mirrored coatings are prohibited.

3. Coatings shall be limited to those necessary to meet the minimum U-factor requirement in the latest edition of the International Energy Conversation Code adopted by the State of Illinois.

4. Be of commercial grade and design.

5. The surface shall not be covered or obstructed by products, signs in excess of the requirements in the Signs chapter, or other opaque materials placed behind the window.

e. An entrance to a corner building shall be located at the corner.


(5) Restricted uses. Residential uses are only to be permitted within mixed-use buildings.

Section 118-211. Collective use of parking spaces

No parking shall serve as a required space for more than 1 use, except in mixed-use buildings where 20% of required parking for residential uses may be shared with commercial uses.

Appendix A. – Use Table

Residence, 3- or more unit multifamily

Add as a Restricted Use (R) in the B4 District

Cannabis dispensary

Add as a Permitted Use (P) in the B4 district

597096- April 7, 2022 Plan Commission meeting minutes –Zoning Chapter Amendment

Draft Plan Commission Meeting Minutes Date: April 7, 2022

A motion to approve the minutes of the March 17, 2022 Plan Commission meeting was made by Commissioner Franklin, seconded by Commissioner Mathee, and approved by all with a voice vote. Commissioner Burman was acting as chairman for this meeting. Case Description: 2021-31P – Zoning Chapter Amendment: General Zoning Ordinance Update The Village of Skokie is requesting an amendment to Section 118 of the Skokie Village Code to make changes to the Zoning Ordinance, including revisions to the B4 Regional Shopping District, the addition of Solar Requirements, and other updates and corrections. Discussion and Interested Parties Legal notice was advertised, as prescribed by the Zoning Chapter. Corporation Counsel determined that notice was proper and correct. Staff requested the report be entered into the record as written. New updates to several sections of the Zoning Ordinance are being proposed. Among those updates and changes are:

- removing the requirement of public hearing for parking determinations and subdivision requests. These processes can be handled as regular business.

- adding the OR district to the site plan approval section; currently industrial districts are not reviewed.

- prohibiting window trim lighting other than architectural features due to complaints of unsightliness and disharmony with nearby businesses and the commercial street frontage.

- include specific language regarding solar energy systems and panels to allow them as permitted accessory uses. Language to be provided by SolSmart, an industry neutral company, using language from the Wind Energy Systems requirements.

- adding a mixed-use component to the regional shopping districts; changing them to RX (regional mixed-use shopping districts) instead of B4. Both regional shopping areas have expressed interest in adding a mixed-use development to their campuses.

- changing the location restrictions of a cannabis dispensary to include within 750 feet of Police Headquarters.

- sharing of 20% parking spaces between commercial & residential uses within a mixed-use building if their peak times are different.

Staff gave a preview of a mixed-use development that is being considered near the industrial area at Touhy & Linder with first floor commercial (where a 2nd cannabis dispensary could be locating) and apartments above. A commissioner commented that language is needed to protect the commercial balance within a regional shopping district like Old Orchard and Village Crossing.

597096- April 7, 2022 Plan Commission meeting minutes –Zoning Chapter Amendment

The chairman agreed that Skokie is known for Old Orchard now, but the future is unknown and if language is there protecting the commercial balance, then developers must go through an approval process by the Village before changing that balance. Recommendations and Voting A motion was made to approve, as amended, the request for an amendment to Section 118 of the Skokie Village Code to make changes to the Zoning Ordinance including revisions to the B4 districts, the addition of Solar Requirements, and other updates. It was recommended that the Village adopt language that would establish the relationship between the commercially zone space with the addition of a residential component. Motion: Ousley Second: Mathee Absent: Gevaryahu, Lakhani, Luke, & Shah Ayes: 5 Nays: 0 The chairman introduced new members, Peter Ousley and Erica Minchella, to the commission. Welcome comments were expressed by all.

MONDAY, MAY 16, 2022 - Village of Skokie

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