HomeMy WebLinkAboutRESOLUTION - 49-21 - 8/17/2021 - Development and Operating Agreement-Cultivation Facility-Second AmedmentRESOLUTION NO.49-21
A RESOLUTION AUTHORIZING THE MAYOR AND VILLAGE CLERK TO
EXECUTE A SECOND AMENDMENT TO THE SEPTEMBER 9, 2014
DEVELOPMENT AND OPERATING AGREEMENT -CULTIVATION FACILITY
NOW, THEREFORE, BE IT RESOLVED by the Mayor and Board of Trustees of the
Village of Elk Grove Village, Counties of Cook and DuPage, State of Illinois as follows:
Section 1: That the Mayor be and is hereby authorized to sign the attached document
marked:
SECOND AMENDMENT TO THE SEPTEMBER 9, 2014
DEVELOPMENT AND OPERATING AGREEMENT -
CULTIVATION FACILITY
a copy of which is attached hereto and made a part hereof as if fully set forth and the Village
Clerk is authorized to attest said document upon the signature of the Mayor.
Section 2: That this Resolution shall be in full force and effect from and after its
passage and approval according to law.
VOTE: AYES: 5 NAYS: 0 ABSENT: 1
PASSED this 17t6 day of August 2021.
APPROVED this 17t1 day of August 2021.
APPROVED:
Mayor Craig B. Johnson
Village of Elk Grove Village
ATTEST:
Loretta M. Murphy, Village Clerk
SECOND AMENDMENT TO THE SEPTEMBER 9, 2014
DEVELOPMENT AND OPERATING AGREEMENT - CULTIVATION FACILITY
WHEREAS, on September 9, 2014, the Village and IL GROWN MEDICINE LLC
(CULTIVATOR) entered into a Development and Operating Agreement (AGREEMENT) for
the purpose of cultivating cannabis; and
WHEREAS, Since that time, Cultivator has sold its interest to MP Illinois, LLC.
(CULTIVATOR 2) including the assignment of its interests in the Agreement; and
WHEREAS, Present day circumstances are such that Cultivator 2 has requested a
change in Section VI Fees/Contributions and the Village has agreed to such changes in
consideration of Cultivator 2 agreeing to related additional changes submitted by the
Village; and
WHEREAS, The reference to future expectations, requirements or acts in the
Agreement are no longer operative as superseded by the present existence and operation
of the facility, it being the primary intent of this Amendment to adjust the original
percentage payments as well as certain future obligations of Cultivator 2.
NOW, THEREFORE, It Is Agreed by and between the Village and MP Illinois, LLC., in
consideration of the mutual covenants and agreements herein contained, and other good
and valuable consideration, the receipt and sufficiency of which are hereby acknowledged,
as follows:
1. That Section 6.01 of the Agreement which currently requires a payment to the
Village of 3.0% of the gross sales, be amended to read as follows:
6.01 Villaize Fee. Effective July 1, 2021, Cultivator agrees to pay to the Village a fee of 2%
of the gross sales of the Cultivator to all approved dispensing facilities, payable quarterly.
Cultivator shall submit to the Village a copy of the tax returns required to be filed
with the Illinois Department of Revenue with respect to its operations at the Building,
which returns shall set forth the gross sales for each monthly period submitted. The return
shall be accompanied by payment to the Village of the Village Fee.
2. Section 6.02 shall be amended to read as follows:
6.02 Community Contributions. Cultivator 2 shall provide an annual donation in the
amount of Thirty Thousand U.S. dollars ($30,000) to the Village of Elk Grove Village for
community events and outreach. In addition, Cultivator 2 shall provide annual donations in
the amount of Fifteen Thousand U.S. dollars ($15,000) to each of the following
organizations or programs:
• Kenneth Young Youth Center for Drug and Mental Health Treatment Programs;
• Elk Grove CARES Program; and
• Elk Grove Police Drug Education Program.
The Village reserves the right to reallocate the annual donations based upon need
and requirements. While the initial community groups are listed above, the Village
reserves the right to modify the list of community organizations, and may also add
additional community organizations while redistributing the allocation allotment, provided
that such additional community organizations are consistent with the spirit and intent of
the charity designations specified in Cultivator's application for the License. Payments shall
be made to the Village Finance Department, payable in the names of the entities listed
herein, said payment to be made within fifteen (15) days of the date of each annual
renewal.
3. Section 7.05 NOTICE. Shall be amended with respect to notice to Cultivator 2, as
follows:
TO CULTIVATOR:
MP Illinois, LLC
Attn: Josh Rosen
5060 N. 40th Street, Suite 120
Phoenix, AZ 85018
4. That Section 7.08 TERM/ RENEWAL. shall be amended to read as follows:
7.08 A. TERM. The term of the original Agreement which commenced September 9, 2014
and terminates on September 8, 2024, unless otherwise extended, shall remain in effect.
B. TERMINATION. Cultivator shall have the right to terminate this Agreement by
giving the Village written notice of its intention to terminate at least ninety (90) days prior
to the termination date in effect; provided, however, that in the event that Cultivator
terminates this Agreement prior to September 8, 2024, Cultivator covenants and agrees not
to relocate the Cultivation Center outside of the corporate limits of the Village for a period
of one year after the date of such termination. Cultivator shall have the option, however, of
relocating outside of the corporate limits by subleasing or providing evidence of new leases
for 100% of the current facility to craft cultivators or the like under similar terms as set
forth in the Agreement.
In Witness Whereof, the Parties have duly executed this Agreement this
day of August, 2021.
MP Illinois, LLC. VILLAGE OF ELK GROVE VILLAGE
IT'S CHIEF EXECUTIVE OFFICER
WITNESS:
BY: CRAIG B. JOHNSON
ITS MAYOR
ATTEST:
LORETTA M. MURPHY
VILLAGE CLERK