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HomeMy WebLinkAboutORDINANCE - 2579 - 7/22/1997 - REDEVELOPMENT AGREEMENT/GROVE MALLORDINANCE NO. 2579 AN ORDINANCE RESCINDING RESOLUTION NO. 32-97 AND AUTHORIZING THE VILLAGE PRESIDENT AND VILLAGE CLERK TO EXECUTE THE FIRST AMENDMENT TO THE REDEVELOPMENT AGREEMENT (GROVE MALL SHOPPING CENTER) NOW, THEREFORE, BE IT ORDAINED by the President 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 Village President be and is hereby authorized to sign the attached documents marked: FIRST AMENDMENT TO REDEVELOPMENT AGREEMENT (GROVE MALL SHOPPING CENTER) 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 documents upon the signature of the Village President. Section 2: That this Resolution shall be in full force and effect from and after its passage and approval according to law, provided, however, that the adoption of this Resolution is subject to the condition that the Village and former owner agree to the shared payment of all costs concerning asbestos and soil remediation. Absent such an agreement this Resolution shall be deemed null and void. VOTE: AYES: 6 NAYS: Q ABSENT: p PASSED this 22nd day of July 1997. APPROVED this 22nd day of July , 1997. ATTEST: Patricia S. Smith Village Clerk Craig B. Johnson Village President FIRST AMENDMENT TO REDEVELOPMENT AGREEMENT THIS FIRST AMENDMENT (this "Amendment'), is made and entered into as of the 22nd day of July, 1997, by and between the Village of Elk Grove Village, Illinois, an Illinois municipal corporation located in Cook County, Illinois (the "Village"), and Elk Grove Town Center, L.L.C., an Illinois limited liability company (the "Developer"). RECITALS A. The Village and the Developer entered into a Redevelopment Agreement dated as of March 11, 1997 (the "Agreement'). The Agreement provided for the Village to sell the Property to the Developer, and for the Developer to construct the Village Green Improvements and to construct the Commercial Center. B. Based on the Environmental Reports, Village was aware that the Property contained certain environmental contaminants (the "Cleaning Contamination") on that portion of the Property where a dry cleaning store was previously located, and in the Agreement, Developer and Village agreed to enter into a Soil Remediation Agreement, pursuant to which, Developer would hire a consultant, develop a remediation plan, and remediate the Cleaning Contamination on behalf of the Village. C. The Developer hired Emcon, an environmental consultant which prepared a Phase III report (the "Emcon Report") dated June, 1997, describing the scope of the Cleaning Contamination. Emcon then prepared a remediation plan (the "Remediation Plan") for cleaning up the contaminated area. The Remediation Plan was submitted to the Illinois Environmental Protection Agency ("IEPA") and approved by letter dated July 9, 1997. D. The Village had acquired the Property through a condemnation suit filed in the Circuit Court of Cook County as No. 95 L 50049 which resulted in an agreed order M9ELKGROVEWMEN02DOC 0]/21/9] 4:43 PM 4:43 PM (the "Agreed Order"). The Agreed Order granted title to the Property to the Village, but required the previous owners to pay the cost of cleaning up any environmental contamination, and based upon its rights in the Agreed Order, and in the Agreement, the Village agreed to assume the Developer's cost of cleaning up the contamination. E. Developer and Village have now agreed to enter into this Amendment in lieu of entering into the Soil Remediation Agreement, and to make certain other amendments to the Agreement. NOW, THEREFORE, for valuable consideration, receipt and adequacy of which is hereby acknowledged, the Agreement is hereby amended as follows: 1. Definition of Terms. As used herein, all terms not specifically defined herein shall have the same meaning as set forth in the Agreement. 2. Agreement in Full Force and Effect. Except as specifically modified hereby, the Agreement shall remain in full force and effect and unmodified. 3. Closing Date and Commencement of Construction. The Closing Date is hereby extended to not later than August 1, 1997. The Village hereby waives its right to the fifteen day notice of Closing. Developer shall commence construction within thirty days of Closing on the Property. 4. Clean up of Environmental Contamination/Emcon Report. The Village hereby agrees to assume the Developer's costs of cleaning up the Dry Cleaning Contamination described in the Emcon Report, provided that the Village is reimbursed MSELKGROVEVIMEN02MOC 07/21/874:43 PM 2 by the previous owners pursuant to the Agreed Order. However, that to the extent the Village is not reimbursed for the cost of said remediation by the previous owners pursuant to the Agreed Order, the Developer shall have the right to reduce the Upgrades by the amount of the actual cost of the Dry Cleaning Contamination remediation for which the Village was not reimbursed pursuant to the Agreed Order. Developer shall notify the Village as to the actual cost of the remediation once it is completed, and the Village and Developer shall reasonably agree on those specific Upgrades which shall be deleted from the Commercial Center to cover Developer's unreimbursed cost of the remediation. In the event the Developer is required to reduce the Upgrades on the Commercial Center to defray the unreimbursed cost of the remediation, the Village shall not reduce the amount of TIF reimbursement on a dollar - for -dollar basis as provided for in the Agreement to the extent necessary to allow the Developer to receive the unreimbursed cost of the remediation. Developer and Village hereby agree that the Village's financial contribution to the Project shall not exceed the amounts set forth in the Agreement. Developer hereby agrees that the remediation shall be completed in accordance with the Remediation Plan and further agrees and warrants that it will use the lowest responsible bidders for completing the remediation. Payments for said remediation will be made through the Construction Escrow. 5. Remediation of Additional Contamination. In the event Developer discovers on the Property any toxic or hazardous substances other than those disclosed in the Environmental Report or the Emcon Report, including, without 07/21197 4:43 PM 3 limitation, underground storage tanks, Developer shall have the right to seek reimbursement for the reasonable costs of any required remediation from the previous property owners by way of the Agreed Order. The Village will, at the expense of the Developer, cooperate fully in assisting the Developer in recovering the costs of any remediation, other than that contemplated in the Remediation Plan, from the previous owners. 6. Approval of Plans. The Village hereby agrees that the Developer shall have the right to close on the Property without first having obtained approvals of the following: A. a lighting plan showing each lighting fixture to be used and its location; B. a detailed schedule of when the Village Green Improvements, the TIF Improvements, and each specific building depicted on the Site Plan will be built; C. a detailed depiction of the water features for the Village Green and the Commercial Center; D. a detailed depiction of the benches and any other streetscape to be placed on the Commercial Center and the Village Green; and E. a detailed depiction of the walkway and driveway materials and colors. The parties hereto agree that the purpose of this provision is to extend the deadline for Developer obtaining Village approval of the foregoing and not to relieve MAELKGROVEWMEND2.DOC 0721M 4:43 PM N Developer of the obligation to obtain such approval. Village shall have no obligation to issue a permit for, or make a reimbursement for, any improvement included in the foregoing for which Developer has not obtained the required approval of the Village. 7. Construction Contract and General Contractor. The Agreement required that Developer solicit competitive bids from no less than three general contractors for the construction of the Redevelopment Project, and then negotiate a contract with the general contractor. Developer and Village hereby agree that Developer shall have the right to hire a construction manager in lieu of a general contractor. The construction manager shall be paid not more than four percent (4%) of the actual costs of materials and labor. Developer and construction manager will bid each subcontract to no less than three (3) subcontractors, and based on said bids, will hire the lowest responsible bidder. In hiring all subcontractors for the Commercial Center, Developer may, after consultation with the Village, take into consideration the subcontractor's ability to meet Developer's construction schedule. Moreover, the Village hereby agrees that the purchaser of the Theater Parcel shall have the right to hire its own contractor to expand and renovate the Theater. 8. Notice of Default. Village hereby agrees that in the event of a Developer Default, the Village will deliver to Developer's lender (the "Lender") a duplicate notice of the default. In the event Developer fails to cure said Default in accordance with the Agreement, Village shall deliver an additional notice (the "Lender's Notice") to the Lender stating that Developer has failed to cure the Default within the time period MSELKGROVEWMEN02.DOC 07/21/97 4:43 PM 6 permitted in the Agreement. Provided that the Village's position will not be materially altered to its detriment, the Village shall give the Lender an additional 30 days from the date of the Lender's Notice to cure said Default prior to seeking any remedies. Developer shall notify the Village in writing as to who will be entitled to receive a Lender Notice and the address of said Lender. If Developer fails to send such a notice to the Village notifying the Village of a Lender prior to any Default, the Village shall be under no obligation to send a Lender's Notice and the Lender shall have no rights hereunder. 9. Counterparts. This Amendment may be executed in several counterparts, each of which shall be an original and all of which shall constitute but one and the same agreement. 10. Recordation of Amendment. The Parties agree to execute and deliver the original of this Amendment in proper form for recording with the Cook County Recorder of Deeds. [SIGNATURE PAGE ATTACHED] MIELKGROVEIAMEN02.00C 07/21/97 4:43 PM IN WITNESS WHEREOF, the Parties have duly executed this Agreement pursuant to all requisite authorizations as of the date first above written. VILLAGE OF ELK GROVE VILLAGE, an Illinois municipal corporation � �r By: , ATTEST: Clerk ELK GROVE TOWN CENTER, L.L.C. By: ATTEST: Its: Its: M9ELKGROVEUMENDIMC 07/21/97 4:43 PM 7 STATE OF J7 L ) SS. COUNTY OF 000 ) , A10ap a Z.a,! 4A , a Notary Public, in and for said County, in the State aforesaid, DO HEREBY CERTIFY that Craig B. Johnson, the President of Elk Grove Village, an Illinois municipal corporation, is personally known to me to be the same person whose name is subscribed to the foregoing instrument as such President, appeared before me this day in person and acknowledged that he signed and delivered said instrument as his own free and voluntary act and as the free and voluntary act of said municipal corporation, for the uses and purposes therein set forth. GIVEN under my hand and Notarial Seal, this V day of July, 1997. Notary My Commission expires: *1--f y'? =E.Layton L" onf Illinois05r" w M:IELKGR0VRAMEND2.D0C 07/21/97 4:43 PM STATE OF ) SS. COUNTY OF ) I, , a Notary Public, in and for said County, in the State aforesaid, DO HEREBY CERTIFY that , a member of Elk Grove Town Center L.L.C., an Illinois Limited Liability company, is personally known to me to be the same person whose name is subscribed to the foregoing instrument as such Member, appeared before me this day in person and acknowledged that he signed and delivered said instrument as his own free and voluntary act and as the free and voluntary act of said limited liability company, for the uses and purposes therein set forth. GIVEN under my hand and Notarial Seal, this day of July, 1997. Notary Public My Commission expires: M1ELKGROVEI MENDZDOC 07/21/97 4:43 PM