HomeMy WebLinkAboutRESOLUTION - 27-22 - 5/24/2022 - Third Amendment to the Redevelopment Agreement Devon/RohlwingRESOLUTION NO.27-22
A RESOLUTION AUTHORIZING THE MAYOR AND VILLAGE CLERK TO
EXECUTE A THIRD AMENDMENT TO THE REDEVELOPMENT AGREEMENT
(DEVON/ROHLWING)
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 documents
marked:
THIRD AMENDMENT TO REDEVELOPMENT AGREEMENT
copies of which are 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 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: 6 NAYS: 0 ABSENT: 0
PASSED this 24t' day of May 2022
APPROVED this 2411 day of May 2022
APPROVED:
Mayor Craig B. Johnson
Village of Elk Grove Village
ATTEST:
Loretta M. Murphy, Village Clerk
THIRD AMENDMENT TO REDEN-ELOP-NIE\T AGREE-NIENT
THIS THIRD AMENDED AGREEMENT (this "Agreement") is made and entered into
as of May _, 2022, by and between the Village of Elk Grove Village, Illinois, an Illinois
municipal corporation located in Cook County, lllinois (the "Village"), and Amalfi, LLC. an
Illinois limited liability company (the "Developer").
RECITALS
A. On June 26, 2001, the Village, pursuant to the adoption of various Ordinances in
accordance with the Tax Increment Allocation Redevelopment Act, 65 ILCS 5/11-74.4-1 et seq.
(the "Act"), created the Devon/Rohlwing TIF District.
B. Pursuant to the establishment of the Devon/Rohlwing TIF District, the Village
entered into a Redevelopment Agreement with Elk Grove Hospitality West, LLC, the original
owner and developer of the shopping center property located at Devon Avenue and Rohlwing
Road and who is an affiliate of the current developer.
C. The Developer is the owner of an approximately 10,827 square foot parcel of real
property located within the Devon/Rohlwing TIF District at 1180 Devon Avenue (the
"Property"). The Property is improved with a 7.500 square foot restaurant, which was formerly
operated as Jimmy's Char House and which has been closed and vacant since 2019. Developer is
desirous of remodeling and renovating the restaurant and reopening it as an Italian type steak
restaurant named "Amalfi."
D. Developer has submitted conceptual plans for the Property and Restaurant
prepared by Montgomery Design Studio (the "Plans") for review and approval and those Plans
are attached hereto as Exhibit A.
E. Provided Developer is in compliance with this Agreement, the Plans and further
plans as may be approved by the Village and all other applicable codes, the Village has agreed to
finance certain eligible costs, as that term is defined in the Act (the "TIF Improvements"), as set
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forth in Exhibit B to this Agreement. The renovation and reopening of the restaurant, upgrading
of the Property and construction of the TIF Improvements are collectively referred to herein as
the "Project."
F. The Corporate Authorities of the Village, after due and careful consideration, have
concluded that the development of the Project as provided for herein will further the growth of
the Village, increase the assessed valuation of the real estate situated within the Village, foster
increased economic activity within the Village, increase employment opportunities within the
Village and otherwise be in the best interests of the Village by furthering the health, safety, and
welfare of its residents and taxpayers.
NOW, THEREFORE, in consideration of the foregoing and of the mutual covenants
and agreements herein contained, and other good and valuable consideration, the receipt and suf-
ficiency of which are hereby acknowledged, the Parties do hereby agree as follows:
I
RECITALS PART OF AGREEMENT
The representations, covenants and recitations set forth in the foregoing recitals are material to
this Agreement and are hereby incorporated into and made a part of this Agreement as though
they were fully set forth in this Article I.
II
MUTUAL ASSISTANCE
The Parties agree to take such actions, including the execution and delivery of such documents,
instruments, petitions and certifications (and, in the Village's case, the adoption of such
ordinances and resolutions), as may be necessary or appropriate, from time to time, to carry out
the terms, provisions and intent of this Agreement and to aid and assist each other in carrying out
said terms, provisions and intent.
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III
THE PROJECT & SCHEDULE
3.01 Project Plans. Developer has submitted a set of conceptual plans ("Plans") for the
Project, which is attached hereto as Exhibit A. Developer agrees that it shall complete the
Project in substantial compliance with the Plans. Developer acknowledges that the Plans
attached hereto are only conceptual and that it will be required to submit a full set of working
plans and drawings and renderings for approval and permitting by the Village.
3.02 Building Permit. On or before May 31, 2022, Developer shall submit its full set of plans
to the Village. Developer shall commence construction of the Project within fifteen calendar days
of the Village's issuance of a building permit.
3.03 Opening & Operation. Developer shall re -open the remodeled and renovated Restaurant
as the Amalfi Steak House on or before October 15, 2022. The Village has agreed to provide
financial assistance for the Project because it is desirous of having an upscale restaurant to serve
the residents of the Village. Developer has submitted a draft menu to the Village representing
the type of food to be served and the anticipated price points, which the Village has approved.
Developer hereby agrees to operate the Restaurant in a manner consistent with the concept
drawings and the menu in terms of types of food to be served and the price points for such
service. Upon the Village's approval of the interior and exterior renderings and the approval of
the preliminary draft menu, the Developer will be eligible for the financial assistance set forth in
Article IV.
IV
FINANCIAL ASSISTANCE & SUBORDINATION OF NOTE
4.01. Need for Financial Assistance. Developer has represented that this Project would not be
feasible without financial assistance from the Village; Developer further represents that its
investment of private funds for Project shall be not less than $650,000 with the total cost of the
Project anticipated to exceed $ L 100.000.
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4.02. Payment by the Village. Upon the issuance of a building permit by the Village, the
Village shall pay One Hundred Thousand Dollars ($100,000) as an initial reimbursement to
Developer for the costs of the TIF Improvements. The Village will pay the remaining Three
Hundred Fifty Thousand Dollars ($350,000) in increments, payable as follows:
$100,000 upon completion of the first 1 /3 of construction improvements.
$100,000 upon completion of 2/3 of construction improvements.
$150,000 upon the issuance of the occupancy permit.
The incremental payments will be made upon the request of the Developer and approved by the
Village Manager with the recommendation of the Director of Community Development with
respect to completion percentage. All increment payments are further subject to Village approval
of the TIF Improvements to the restaurant and the abutting banquet facility, all of said payments
being reimbursement for the cost of the remaining TIF Improvement.
4.03 Amendment to Developer's Note. On May 1, 2003 the Village issued a redevelopment
note to Elk Grove Hospitality West, LLC, an affiliated entity controlled by Developer (the
"Developer's Note"), the term of which was subsequently extended. The Developer's Note is
secured by and constitutes a first lien on eighty percent (80%) of the Increment generated from
the Devon/Rohlwing TIF District. The remaining twenty percent of the Increments is pledged to
the Village on a priority basis to Developer's eighty percent, for reimbursement of TIF eligible
costs that the Village initially incurred. Developer acknowledges that the Village has agreed to
make the payments set forth in this Agreement from the Increment on deposit in the
Rohlwing/Devon TIF Fund which the Village maintains.
In addition, the Village and Elk Grove Hospitality, LLC, hereby agree to have the
Developer's Note extended to April 30, 2026.
4.04 Village's Right to Recapture. If the Developer fails to obtain a building permit, an
occupancy permit or to open the Amalfi restaurant as contemplated herein, the Village shall have
the right to recapture any sums paid to Developer for in relation to the Project by deducting the
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amount paid to Developer from the funds on deposit in the Devon/Rohlwing TIF Fund prior to
making any further payments on the Developer's Note.
V
GENERAL PROVISIONS
5.01 Real Estate Taxes. Developer hereby acknowledges that the accurate assessment and
timely payment of real estate taxes is essential to the Village in its agreement to provide financial
assistance to the Developer. Therefore, the Developer hereby agrees and covenants that to the
extent it is obligated to pay any portion of the real estate tax bills for the Development, it shall
pay such taxes promptly on or before the due date of such tax bills.
5.02 Powers. The Village hereby represents and warrants that the Village has full
constitutional and lawful right, power and authority, under currently applicable law, to execute
and deliver and perform the terms and obligations of this Agreement, including but not limited to
the right, power and authority to reimburse Developer for the cost of the TIF Improvements. Ac-
cordingly, this Agreement constitutes the legal, valid and binding obligation of the Village,
enforceable in accordance with its terms and provisions and does not require the consent of any
other governmental authority.
5.03. No Joint Venture or Partnership. Nothing contained in this Agreement shall be
construed as creating either a joint venture or partnership relationship between the Village and
Developer.
5.04. Prevailing Wage. In the event it is determined that any public funds, as that term is
defined in Illinois Prevailing Wage Act (820 ILCS 130 et seq.), (the "Wage Act"), are used to
develop and complete the Project, Developer shall be responsible for meeting the requirements of
the Wage Act if deemed to be applicable to the Project by the State of Illinois. Developer hereby
indemnifies the Village for any fines, penalties or other charges assessed against it due to
Developers failure to satisfy the requirements of the Wage Act.
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5.05. Time of Essence. Time is of the essence of this Agreement. The Parties will make
every reasonable effort to expedite the subject matters hereof and acknowledge that the
successful performance of this Agreement requires their continued cooperation.
5.06. Default/Remedies. For the Purposes of this Agreement, the occurrence of any one of the
following events shall constitute a "Default":
A. For the Developer, a Default shall mean one of the following:
1. Failure to submit plans for a building permit in accordance with this Agreement.
2. Failure to complete the Project in accordance with the Plans and this Agreement;
3. Failure to open Amalfi as required in this Agreement; and
4. Failure to pay real estate taxes during the term of the TIF District.
B. The sole event of default by Village shall be the Village's failure to make timely
payments as set forth in this Agreement.
C. In the event of a Village Default, the Developer may seek, as its sole and exclusive
remedy, the remedy of specific performance as to the conveyance of the Village Property.
D. In the event of a Developer Default, the Village may cease making payments on the
Developer Note as provided in paragraph 4.06 until it has been reimbursed for any sums paid to
Developer pursuant to this Agreement.
5.07. Delay and Force Majeure. For the purposes of any of the provisions of this Agreement,
neither the Village nor Developer, as the case may be, nor any successor in interest, shall be
considered in breach of, or default in, its obligations under this Agreement in the event of any
delay caused by damage or destruction by fire or other casualty, shortage of material, unusually
adverse weather conditions such as, by way of illustration and not limitation, severe rain storms
or below freezing temperatures of abnormal degree or quantity for an abnormal duration,
tornadoes and other events or conditions beyond the reasonable control of the Party affected
which in fact interfere with the ability of such Party to discharge its respective obligations
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hereunder. Having insufficient funds or economic changes or hardships shall not be considered a
force majeure condition.
5,08. Amendment. This Agreement, and any exhibits attached hereto, may be amended only
by the mutual consent of the Parties, by the adoption of an ordinance or resolution of the Village
approving said amendment, if required by law, and by the execution of said amendment by the
Parties or their successors in interest.
5.09. Controlling Agreement. Village and Elk Grove Hospitality West, LLC an affiliated
entity of Developer, are parties to a Redevelopment Agreement dated December 9, 2002, as
amended on January 28, 2003 and December 12, 2017 (collectively the `Prior Agreement")
providing for the redevelopment of other properties controlled by Developer within the
Devon/Rohlwing TIF District. In the event of a conflict between the terms of this Agreement
and the Prior Agreement, the terms of this Agreement shall control.
5.10. Severability. If any provision, covenant, agreement or portion of this Agreement, or its
application to any person, entity or property, is held invalid, such invalidity shall not affect the
application or validity of any other provisions, covenants or portions of this Agreement and, to
that end, any provisions, covenants, agreements or portions of this Agreement are declared to be
severable.
5.11. Illinois Law. This Agreement shall be construed in accordance with the laws of the State
of Illinois.
5.12. Notice. All notices and requests required pursuant to this Agreement shall be sent as
follows:
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To Developer: and Elk Grove Hospitality West, LLC
With copies to:
And
To the Village:
Village Manager
Village of Elk Grove Village
901 Wellington Avenue
Elk Grove, IL 60007-3499
With copies to:
Village Attorney
Village of Elk Grove Village
901 Wellington Avenue
Elk Grove Village, IL 60007-3499
or at such other addresses as the Parties may indicate in writing to the other either by personal
delivery, courier, or by registered mail, return receipt requested, or by electronic mail with proof
of delivery thereof. Mailed notices shall be deemed effective on the third day after mailing; all
other notices shall be effective when delivered.
5.13. Counterparts. This Agreement 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.
5.14 No Third -Party Beneficiaries. Nothing herein shall be construed as creating any
partnership or joint venture between the Village and Developer, or as to granting any rights to the
Developer, its partners, lenders and its employees except as specifically stated herein.
[SIGNATURE PAGE TO FOLLOW]
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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
By:
ATTEST:
By:
Its: Village Clerk
ELK GROVE HOSPITALITY WEST, LLC
By:
Its: Managing Member
Amalfi, LLC
By:
Its: Managing Member
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EXHIBIT
BAR AMALFI RESTAURANT DESIGN I INTERIOR VIEWS May 13, 2022
>,CR�i AMALFI RESTAURANT DESIGN I INTERIOR VIEWS - LOUNGE May 13, 2022 12
fly: AMALFI RESTAURANT DESIGN I INTERIOR VIEWS BANQUETTF May 13, 2022 13
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;�' AMALFI RESTAURANT DESIGN I INTERIOR VIEWS - DINING 2 May 13, 2022 15
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!J AMALFI RESTAURANT DESIGN I EXTERIOR VIEWS May 13, 2022 16
AIA DOCUMENT G703 Amalfi EXHIBIT B
CONTINUATION SHEET
PAGE 2 OF 2 PAGES
AIA Document G702, APPLICATION AND CERTIFICATION FOR PAYMENT
oontawliag Cooha"Wes signed CeMhcaUou is attacked.
In UbalaUms below, autarttals are stated to the newest dollar.
Use Cokiina 1 on Contracts VAMSe Variable retainagc fa hne itec¢s may apply,
APPLICATION NO: SOV kwo" *
APPLICATION DATE Job *
PERIOD TO:
ARCHITECTS PROJECT NO:
A
B
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Kitcien Epoxy Flooring
S 25,200.W
$ 15,OW.W
0,00
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0.009E
25,2W.W
0.00
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$ 298,507. W
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$ SS,OW.W
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5
Pltartbutg
S 48,OW.W
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SS,000.00
0.00
6
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S 95,000.00
0.W
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0.00
7
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S S,UW.W
0.00
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Gypsom Wallboard
$ 55,000.00
0.000.00
0.00%
51000.00
O.W
9
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10
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S 8,90000
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15,000.00
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S 30,000.00
0.00
0.00
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8,900.00
0. W
12
Metal Surds/Framing
$ 15,000.00
0.00
0.00
0,00%
30,000.00
0.00
13
W todowvDoor
$ 35,000.00
0.00
0.00
0.000.E
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kevobingDoor
$ 6,000.00
O.W
0,00
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35,000.00
0.00
16
NaoaWalls
$ 23,925.W
0.00
0,00
0.00%
6,0W.W
0.00
17
FinishCtapartry
S 45,000.00
0.000.00
0.00%
23,925.00
0.00
18
Masot
$ 18,000.W
0.00Paw
0.00
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43,000.00
0.00
19
Patio Ps
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S 7,SOo.W
0.00
0.00
0.00%
.
18,0WW
0. W
20
Bar Fagaik
S 7,600.00
0.00
0.00
0.00%
7,500.W
0.00
21
Wine Cellar Room Cladding
$ 7,000.00
0.W
0.00
0.0094
7,600.00
0.00
22
FircgtlwxStonrCladdng
S 25,0D0.00O0.00
o.W
0.00
0.00%
7,000.W
23
Fireplace
S 5,000.00
0.00
0.00
0.0094
ZS,OW.W
p.W
24
Painting
S 1,500.00
0.00
0.00
0.00%
S,OW.W
0.00
25
C'ountenc>ps
S I5,000.00
0.00
0.00
0.00%
1,500.00
0.00
26
0.00
0.00
0.000h
15,000.00
000
27
0.00
0.00
#DIV/O!
0.00
0,00
28
Gencial Cooditioas
S 43,147.00
0.00
O.W
#DIV/01
0.00
000
29
GC Fee - Over{tead & Profit
S 155,329.00
150. W
0.00
150.00
0.35%
42,997.00
15.00
PAGE ONE TOTALS
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