Loading...
HomeMy WebLinkAboutRESOLUTION - 38-24 - 6/18/2024 - 1800-1900 OAKTON STREET, REDEVELOPMENT AGREEMENTRESOLUTION NO. 38-24 A RESOLUTION AUTHORIZING THE MAYOR AND VILLAGE CLERK TO EXECUTE A REDEVELOPMENT AGREEMENT BETWEEN THE VILLAGE OF ELK GROVE VILLAGE AND AIM HOSPITALITY, LLC (1800-1900 OAKTON STREET) 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: REDEVELOPMENT AGREEMENT 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 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 18th day of June 2024 APPROVED this 181h day of June 2024 APPROVED: Mayor Craig B. Johnson Village of Elk Grove Village ATTEST: Loretta M. Murphy, Village Clerk REDEVELOPMENT AGREEMENT THIS REDEVELOPMENT AGREEMENT ("Agreement"), is made and entered into as of the 164 day of *,2024 ("Effective Date"), by and between the VILLAGE OF ELK GROVE VILLAGE, an Illino ome rule municipal corporation located in Cook and DuPage Counties, Illinois ("Village") and AIM HIGH HOSPITALITY, LLC, an Illinois limited liability corporation ("Developer"). The Developer together with the Village, are collectively referred to as the "Parties" and sometimes individually a "Party". RECITALS A. The Village owns certain real property located at 1800-1900 Oakton Street in Elk Grove Village, Illinois, consisting of approximately 132,773 square feet (3.02 acres), which is legally described in Exhibit A, attached hereto ("Property"). The Village has agreed to convey the Property to Developer, subject to the terms and conditions set forth herein. B. Developer has represented to the Village that upon acquiring the Property in accordance with this Agreement, Developer will construct and operate a Hotel (as defined in Section 3.4) as generally depicted in the preliminary site plan and renderings attached as Exhibit B, and one retail outlot (collectively, the "Project") and, but for the Village's assistance as set forth herein, the Project will not be financially feasible. C. The Village desires to have the Property redeveloped in accordance with the Busse - Elmhurst Redevelopment Plan to eliminate existing blighting conditions, attract additional private investment in the Business Park, ensure the ongoing stability of the Village's tax base for it and overlapping taxing districts, and to stop the decline in the assessed valuation of the Property and surrounding areas, all of which will 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 sufficiency of which are hereby acknowledged, the Parties do hereby agree as follows: RECITALS PART OF AGREEMENT The 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 by the Village of such ordinances and resolutions), as may be reasonably necessary or appropriate, in the judgment of the Village, 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. Home2 - Redevelopment Agreement May 2024 III REDEVELOPMENT PROJECT 3.1 Developer's Private Investment. Upon completion of the Hotel (as defined in Section 3.4) in accordance with this Agreement, Developer will invest approximately EIGHTEEN MILLION and 00/100 Dollars ($18,000,000.00) in private funds, based on its current estimates. However, the Parties understand and agree that Developer may complete the Project for less so long as Developer completes the Project in accordance with the Hotel Plans (as defined in Section 3.2) approved and permit issued by the Village and in conformance with this Agreement. 3.2 Village Plan Approval. Within ninety (90) days of the Effective Date, Developer shall submit to the Village complete copies of the following for the Project (collectively, "Hotel Plans"): A. Final Site Plan and Renderings in substantial conformance with Exhibit B: B. Landscape Plan; C. Preliminary Utility and Stormwater Plan; D. Signage Plan; E. Petition for Rezoning from I-1 to B-2; and F. Approval of Hotel Brands. 3.3 Other Regulatory Agency Approvals. Developer shall, after review and approval of the Village, submit plans and applications for and obtain any required approvals from all regulatory agencies having jurisdiction over the Property, including, without limitation, the Metropolitan Water Reclamation District of Greater Chicago ("MWRD") and the Illinois Department of Transportation ("IDOT"). Developer shall inform Village of all meetings and provide copies of all correspondence with any regulatory agency and the Village shall reasonably, and at no cost to the Village, assist the Developer in obtaining these approvals. Developer shall obtain all required approvals from the MWRD and IDOT, along with any other governmental agency having jurisdiction over the Project on or before November 1, 2024, subject to the provisions set forth in Section 4.5. In the event Developer fails to timely make the submission in accordance with Section 3.5.A or obtain the permits and approvals in accordance with Section 3.5.13, the Village shall have the unilateral right to (i) retain the Deposit, as defined in Section 3.6, (ii) retain title to the Property; and (iii) terminate this Agreement and the Parties' rights and obligations hereunder. In the event Developer fails to comply with the Section 3.5.0 or Section 3.5.1), the Village shall have the rights set forth in Section 3.6.0 and may unilaterally terminate this Agreement and the Parties' rights and obligations hereunder. 3.4 Hotel and Retail Outlot. The Village has entered into this Agreement in reliance on Developer's representation that it will construct and operate on the Property a Home2 Suites by Hilton consisting of not fewer than ONE HUNDRED (100) rooms to be operated as a Home2 Suites by Hilton, with a projected average daily room rate of ONE HUNDRED TWENTY-FIVE and 00/100 Dollars ($125.00) (collectively, "Hotel"). Hotel will encompass approximately 88,000 square feet, and will have a fitness center, meeting rooms, and an indoor pool. Developer hereby agrees that any substitution of the Home2 Suites by Hilton brand shall be of a quality equal to or better than a Home2 Suites brand, as determined by the Village Manager 2 Home2 - Redevelopment Agreement May 2024 in his sole discretion, and that any change in brand shall require the advance written approval of the Village Manager. Developer has represented to the Village that it shall operate and maintain the Hotel in a first-class manner, and that Developer will exhibit the same level of care, competence, judgment, and diligence that is reasonably expected of a hotel operator in the Chicago Metropolitan Statistical Area that has experience with hotels that are equally or more complex than the Hotel. The Developer has also represented that it will construct and operate on the Property a retail building with a restaurant use consisting of approximately 3,500 square feet as depicted in the Hotel Plans (collectively, "Retail Outlot"). 3.5 Schedule. Developer hereby agrees that it shall develop the Project in accordance with the following schedule ("Construction Schedule"): A. Submit all necessary documents associated with the Village's plan review, including but not limited to Site Plan, Renderings, Preliminary Utility & Stormwater Plan, Landscape Plan, Signage Plan, and Petition of Rezoning, as outlined in section 3.2 within 90 days of the Effective Date. B. Obtain all required approvals and permits from the Village, MWRD, IDOT, and any other governmental agency having jurisdiction over the Project, shall occur no later than January 1, 2025. C. Construction of the Hotel and Retail Outlot superstructure, including but not limited to the building foundation, walls, floors, etc., pursuant to the building permit shall commence no later than April 1, 2025. D. The Hotel and Retail Outlot will be open and operational, with a Certificate of Occupancy issued by the Village, no later than July 1, 2026. 3.6 Deposit & Letter of Credit. A. At the request of Developer, the Village has agreed to give it the exclusive right to take the Property off the market and enter into this Agreement, giving the Developer the exclusive right to acquire the Property on the terms and conditions as set forth herein. Developer has committed to pursing approval of the Hotel Plans and constructing the Project in a timely and expeditious manner. As consideration, Developer agrees that within fifteen (15) days after the Village's execution of this Agreement, it will deposit with the Village of ONE HUNDRED THOUSAND DOLLARS ($100,000) in immediately available funds ("Deposit"). Upon the issuance of the building permits required by this Agreement for the Project, the Deposit shall be returned to the Developer. Should the Developer not submit the Hotel Plans in accordance with Section 3.2 or obtain permit approval in accordance with Section 3.5.13, the Village shall have the right to (i) retain the Deposit; (ii) retain title to the Property; and (iii) terminate this Agreement and the Parties' rights and obligations hereunder. B. At the time Developer submits a building permit application to the Village Developer shall deposit with the Village an irrevocable standby letter of credit in a form approved by the Village Manager and in the amount of Four Million Dollars ($4,000,000) ("SBLOC") Home2 - Redevelopment Agreement May 2024 allowing the Village to make itself whole in the event Developer fails to complete construction of the Hotel and Retail Oulot in accordance with the Hotel Plans or otherwise comply with this Agreement's terms. The Village shall release any remaining balance of the SBLOC upon the issuance of an occupancy permit in accordance with this Agreement's terms. C. Following submittal of the SBLOC, the Village shall, in addition to the other remedies available to the Village under this Agreement, be permitted to draw down on the SBLOC the following amounts should any of the following occur: i. Should construction of the Hotel and Retail Outlot superstructure, including but not limited to the building foundation, walls, floors, etc., pursuant to the building permit not commence on or before April 1, 2025, the Village shall draw down and retain for Village use One Million Dollars ($1,000,000) from the SBLOC; ii. Should the Hotel and Retail Outlot not be open and operational, with a Certificate of Occupancy issued by the Village, on or before July 1, 2026, the Village shall draw down and retain for Village use Two Million Dollars ($2,000,000) from the SBLOC; and iii. Should the Hotel and Retail Outlot not be open and operational, with a Certificate of Occupancy issued by the Village, on or before September 1, 2026, Developer shall be in default and the Village shall draw down and retain for Village use any balance remaining from the SBLOC. 3.7 Plans and Permits for Proiect. By no later than ninety (90) days after the Village's approval of the Hotel Plans, Developer shall cause Hotel and Retail Outlot architectural and construction drawings and permit applications to be prepared and submitted to the Village in compliance with all applicable Village codes, rules, and regulations. Developer shall be responsible for all usual and customary fees, including permits and tap -on fees. 3.8 Conveyance of Property. A. Upon (1) the Hotel Plans and other required submissions being approved by the Village, MWRD, and any other governmental entity or agency with jurisdiction over the Property or the Project; and (2) the Village receiving from the Developer written evidence in a form acceptable to the Village Manager that Developer has secured both financing and a commitment of no less than ten years from Hilton to construct the Hotel, the Village shall issue all Village building permits for the Hotel, and upon issuance of all of the building permits, the Village shall convey by quit claim deed title to the Property to the Developer for the sum of One Dollar ($1.00). The Developer agrees that unless approved by the Village Manager, in his sole discretion, no permanent construction, improvement, or physical development of any kind shall be permitted on any portion of the Property before the Developer acquires title to the Property. B. If for any reason the Developer does not commence construction of the Hotel and Retail Outlot by April 1, 2025, Village shall provide written notice that Developer it is in default. Unless Developer commences construction within fifteen (15) days of the written notice, the 4 Home2 - Redevelopment Agreement May 2024 Village shall have the right to retain the Deposit and draw upon the SBLOC in accordance with Section 3.6.C. For the purposes of this Agreement, "commencement of construction" shall mean that the Developer has commenced the physical construction of the foundation and walls of the Hotel and Retail Outlot. Subject to section 4.5, if Developer ceases active construction of the Hotel or Retail Outlot for a continuous or cumulative period of fifteen (15) days in any calendar month while constructing the Hotel, Village shall have the right to draw down Two Million Dollars ($2,000,000) from the SBLOC. C. Developer agrees to acquire the Property in its present "as -is," "where -is" condition with all faults. Developer acknowledges that no representations or warranties have been made or are made and no responsibility has been or is assumed by Village or by any officer, employee, person, firm, agent or representative acting or purporting to act on behalf of Village as to the condition or repair of the Property or the value, expense of operation, or income potential thereof or as to any other fact or condition which has or might affect the Property or the condition, repair, value, expense of operation or income potential of the Property or any portion thereof. Village shall not be required to pay or contribute toward any expense for cost of repair to the Property. Village shall deliver exclusive and complete possession of the entire Property to the Developer at closing. 3.9 Additional Financial Considerations. The Village commits, by no later than the date the Village conveys title to the Property to the Developer in accordance with Section 3.8.A, to provide the necessary documents to support the Developer's application for a Cook County Class 7B Property Tax Abatement application for the Project. The Village makes no representation as to the likelihood of the abatement being approved by Cook County. As Additional Financial Consideration, the Village has agreed to provide Developer FIVE HUNDRED THOUSAND and 00/100 DOLLARS ($500,000.00) for additional site requirements. So long as the Developer obtains their Certificate of Occupancy for the Hotel and Retail Outlot from the Village, on or before September 1, 2026, the Village will provide Developer the Additional Financial Consideration within thirty (30) days of receipt of the Certificate of Occupancy. IV GENERAL PROVISIONS 4.1 Default. A. Developer Default. The Developer shall be deemed in default of this Agreement if the Developer fails to comply with this Agreement's terms, including, without limitation, the following: (i) fails to make any submission or commence construction of the Project within the timeframes set forth herein unless otherwise agreed to in writing by the Village; in such event, the Village shall have the right to retain the Deposit and the SBLOC in accordance with this Agreement's terms. 5 Home2 - Redevelopment Agreement May 2024 (ii) fails to develop the Hotel and Retail Outlot in accordance with this Agreement and the Hotel Plans approved by the Village, the Village shall have the right to issue a stop work order and to draw down and retain the SBLOC in accordance with this Agreement's terms; and (iii) changes or allows to be changed the Hotel's brand without the prior written consent of the Village, in which case the Village shall have the right to revoke the Hotel's occupancy certificate. Nothing in this Agreement shall be construed as limiting the Village's right to enforce its codes, ordinances, or remedies available to the Village at law, in equity, or under this Agreement. The Village shall have the right to withhold and revoke approvals and permits if the Developer fails to comply this Agreement or applicable laws. 4.2 Construction Indemnity. Developer covenants and agrees, at its expense, to indemnify, defend, and hold harmless the Village, and its officers, agents, employees, engineers and attorneys ("Indemnitees") against, any actions, claims, and damages related to Developer's construction of the Project, Developer's ownership, occupancy, maintenance, or use of the Property, or this Agreement. The Village shall provide the Developer written notice of any claim for which the Village may seek indemnification or to be held harmless within thirty (30) days of obtaining notice of a claim. Failure of the Village to tender timely notice or defense of a claim in accordance with this Section shall waive any obligation of Developer to indemnify, defend, and hold harmless the Village. The Developer shall have the right to hire counsel of its choosing, with consent of the Village, and to control defense of any claim or to settle any claim provided that the Village shall have the right to participate in the defense and settlement of the claim. In the event that Developer elects not to defend any claim or the Village elects to retain defense of any claim, the Developer shall, and does hereby agree to, pay all expenses, including without limitation all reasonable legal fees, incurred by the Village in defending itself with regard to any and all of the claims referenced in this Section, provided Developer shall have the right to participate in said defense and approval of any settlement of a claim. 4.3 Insurance. A. Prior to issuance of a building permit, Developer shall procure and deliver evidence of such policies to the Village, at Developer's cost and expense, and shall maintain in full force and effect through completion of construction of the Project, a policy or policies naming the Village of Elk Grove Village, together with its officers, agents, employees, contractors, attorneys, and engineers as additional primary, non-contributory named insureds. All such policies shall be in such form and issued by such companies as shall be reasonably acceptable to the Village, and any insurance carried by the Village for like risks shall be secondary and in excess of the insurance required hereby. All policies shall be written on a "per occurrence" basis. The Developer shall procure and maintain insurance for protection from claims under worker's compensation acts, claims for damages because of bodily injury including personal injury, sickness or disease or death of any and all employees or of any person other than such employees, and from claims or damages because of injury to or destruction of property including loss of use resulting therefrom, alleged to arise from the Developer's negligence in the performance of services under this Agreement. Developer's certificate of insurance shall contain a provision that the coverage afforded under the 6 Home2 - Redevelopment Agreement May 2024 policy(s) will not be canceled or reduced without thirty (30) days prior written notice (hand delivered or registered mail) to the Village. Developer shall promptly forward new certificate(s) of insurance evidencing the coverage(s) required herein upon annual renewal of the subject policies. The limits of liability for the insurance required by this Section shall not be less than the following: Workmen's Compensation Insurance: All Liability imposed by Workmen's Compensation statute: Employer's Liability Insurance $1,000,000 Contractual Liability Insurance $1,000,000 Completed Operations Insurance $ 500,000 Owned, Hired, and Non -Ownership Vehicle, Bodily Injury and Property Damage to the following Limits: Commercial General Liability Bodily Injury Property Damage Automobile Liability Umbrella Liability $1,000,000 (each occurrence) $2,000,000 (aggregate) $1,000,000 (each occurrence) $2,000,000 (aggregate) $1,000,000 (each occurrence) $2,000,000 (aggregate) $1,000,000 combined single limit (each accident) $5,000,000 (each occurrence) $5,000,000 (aggregate) B. Prior to the Village issuing an occupancy certificate for the Project, Developer shall keep in force at all times builders risk insurance on a completed value basis, in non -reporting form, against all risks of physical loss, including collapse, covering the total value of work performed and equipment, supplies and materials furnished for the Project (including on -site stored materials), all as to work by Developer. Such insurance policies shall be issued by companies satisfactory to the Village. Such policies shall contain a provision that the same will not be canceled or materially amended without prior written notice to the Village. 4.4 Prevailing Wage. Developer shall be responsible for meeting the requirements of the Illinois Prevailing Wage Act (820 ILCS 130 et seq.) ("Wage Act") if it is deemed applicable to the construction of the Project by the State of Illinois Department of Labor. Developer hereby indemnifies the Village for any fines, penalties or other charges including reasonable attorney's fees incurred as a result of Developer's failure to satisfy the requirements of the Wage Act. 7 Home2 - Redevelopment Agreement May 2024 4.5 Delay. For the purposes of any of the provisions of this Agreement, neither the Village nor Developer, nor any successor in interest, shall be considered in breach or default of its obligations under this Agreement in the event of any delay caused by events or conditions beyond the reasonable control of the Party which in fact prevents the Party from discharging its respective obligations hereunder and the timeframes for performance of those obligations shall be extended accordingly. Developer's inability to obtain financing for the Hotel or Retail Outlot will not be deemed as an excused delay under this section 4.5. Neither economic hardship nor an infectious disease outbreak shall be an excusable delay. Whenever any performance that is required hereunder shall be delayed at any time pursuant to this Section, then the Party excused from performance shall be excused from performance: 1) only after delivery of notice to the other Party, which notice shall identify the nature of the event causing the delay and the anticipated duration of the delay; 2) only during the duration of the event causing the delay; and 3) only so long as the Party whose performance is impaired continues to take reasonable steps to mitigate the effect of the delay -causing event and to substantially perform despite the occurrence of the delay -causing event. 4.6 Building, Subdivision Codes; Compliance with Laws. The Developer shall comply with or cause compliance with all federal, state, and Village laws, codes, rules, and ordinances, including, without limitation, building codes, subject to modifications as approved by the Village pursuant to the ordinances approving any entitlement requests associated with the Project, at all times during this Agreement. 4.7 Right to Inspect. The Developer agrees the Village shall have the right to examine documents to verify Developer's investment in each phase including Developer's books and records including all loan statements, general contractor's sworn statements, general contracts, subcontracts, material purchase orders, waivers of lien, paid receipts and invoices in order to confirm that the Developer has made the private investment as agreed to herein. 4.8 Covenant to Pay Taxes. Developer hereby covenants to pay or cause to be paid all real estate taxes levied against any parcel of the Project that has been transferred to it, as soon as they become due and owing V AUTHORITY 5.1 Authorized Parties. The Village hereby represents and warrants that the Village is a home rule unit of government and has full constitutional and lawful right, power and authority, under current 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 convey the Property as described herein, and this Agreement has been or will be duly and validly authorized and approved by all necessary Village proceedings, findings and actions. The Village hereby warrants and represents to the Developer that the Persons executing this Agreement on its behalf have been properly authorized to do so by the Corporate Authorities. The Developer hereby warrants and represents to the Village that it has the full and complete right, power, and authority to enter into this Agreement and to agree to the terms, provisions, and conditions set forth in this Agreement and to bind the Property as set forth in this Agreement. Each 8 Home2 - Redevelopment Agreement May 2024 Party hereby represents and warrants that all legal actions needed to authorize the execution, delivery, and performance of this Agreement have been taken, and that neither the execution of this Agreement nor the performance of the obligations assumed by each Party will (a) result in a breach or default under any agreement to which the Party is a party or to which it or the Property is bound or (b) violate any statute, law, restriction, court order, or agreement to which the Party or the Property are subject. V1 GENERAL PROVISIONS 6.1 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 and timely performance and cooperation. 6.2 Breach. Before any failure of any Party to this Agreement to perform its obligations under this Agreement shall be deemed to be a breach of this Agreement, the Party claiming such failure shall notify, in writing, the Party alleged to have failed to perform of the alleged failure and shall demand performance by serving written notice to the other. No breach of this Agreement may be found to have occurred if performance has commenced to the reasonable satisfaction of the complaining Party within thirty (30) days of the receipt of such notice, unless otherwise expressly agreed to by the Parties. This notice provision shall not be applicable if Developer, its agents or assignees is in violation of Village Codes, including life and safety regulations. 6.3 Amendment. This Agreement, and any exhibits attached hereto, may be amended only by the mutual consent of the Parties, as evidenced by the execution of said amendment by the Parties or their successors in interest. 6.4 No Other Agreement. Except as otherwise expressly provided herein, this is an independent Agreement that supersedes all prior agreements, negotiations and discussions relative to the Project, the Village's assistance, or any other project previously contemplated by the Developer. This Agreement is the full integration of the agreement of the Parties. 6.5 Assigns. This Agreement shall be binding upon the Parties and their respective successors and assigns. Prior to the Village's issuance of a Certificate of Occupancy for the Hotel and Retail Outlot, Developer shall not sell or otherwise transfer any portion of the Project or any portion thereof without the written consent of the Village, except as a collateral assignment to a third -party lender, or an entity controlled by the principals of Developer. Once a Certificate of Occupancy is issued for the Hotel and Retail Outlot, no consent shall be required for any sale or transfer of that portion of the Property, subject to the Village's right to approve hotel brands as set forth in Section 4.01. 6.6 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. 9 Home2 - Redevelopment Agreement May 2024 6.7 Illinois Law. This Agreement shall be construed in accordance with the laws of the State of Illinois. Venue for disputes arising or related to this Agreement shall be the Cook County Circuit Court, Cook County, Illinois. 6.8 Notice. All notices and requests required pursuant to this Agreement shall be sent as follows: To the Developer: Paul Khanna Aim High Hospitality 1415 W 22nd Street, Suite 510 Oak Brook, IL 60523 Tel: (312) 953-5559 Email: paul.khanna(a-),axiomgrp.com With a copy to: Ward Seifrid Construction Services Group Inc. 810 Harper Drive Algonquin, IL 60102 Tele: (847) 458-5300 Fax: (847) 658-2106 Email: ward(a�constructionservicesgroupinc.com To the Village: Matthew Roan Village Manager Village of Elk Grove Village 901 Wellington Street Elk Grove Village, IL 60007 Tele: (847) 357-4004 Fax: (847) 357-4044 Email: mroan(a-,elkgrove.org With a copy to: George B. Knickerbocker Village Attorney Village of Elk Grove Village 901 Wellington Street Elk Grove Village, IL 60007 Tele: (847) 357-4032 Fax: (847) 357-4044 Email: gknickerbocker(a,elkgrove.org With a copy to: Gregory W. Jones Ancel Glink, P.C. 140 South Dearborn Street, 6th Floor Chicago, IL 60603 Tele: (312) 604-9195 Email: giones(a),ancelglink.com 10 Home2 - Redevelopment Agreement May 2024 Or at such other addresses as the Parties may indicate in writing to the other; such notice to be giving either by personal delivery, courier, or by certified mail, return receipt requested, with proof of delivery thereof. Mailed notices shall be deemed effective on the date of mailing; all other notices shall be effective when delivered. 6.9 Partnership; No Third -Party Beneficiaries. Nothing contained herein shall be construed as creating a partnership between the Village and Developer or as creating or conferring any interest or benefit upon any third party. 6.10 Counterparts and Electronic Copies. 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. 6.11 Recordation. The Village shall record this Agreement in the Office of the Cook County Clerk, Recordings Division, on or after the date the Developer acquires title to the Property. This Agreement shall run with the Property and bind any entity that owns all or any portion of the Property. 6.12 Exhibits. The exhibits attached to this agreement are hereby incorporated into and made a part of this Agreement. Any conflict or inconsistency between this Agreement and any exhibit attached hereto shall be resolved in favor of this Agreement. 6.13 Joint and Several. All of the obligations set forth in this Agreement shall be joint and several obligations of Aim High Hospitality and any entity to which any ownership interest to the Hotel or the Property is conveyed, as permitted by the terms of this Agreement. 6.14 Reporting. The Tax Increment Allocation Redevelopment Act and the State of Illinois require the Village to complete and file an annual report providing certain information for each TIF District within the Village, including, without limitation, the information set forth on Exhibit C. Developer hereby agrees that it shall, upon the Village's request, fully and timely cooperate with the Village in compiling information that the Village is required by law to report, including, without limitation: (A) the number of jobs created during the previous year; and (B) the Developer's projected return on investment for the Project. In addition to other remedies available to the Village at law, in equity, and under this Agreement, the Village may withdraw, rescind, or revoke its support for Cook County Class 7B Property Tax Abatement application for the Project. 6.15 Compliance with Laws. Developer agrees to comply with all applicable federal, state, and local laws, statutes, codes, ordinances, resolutions, orders, rules, and regulations, as amended, when performing any task associated with this Agreement or the Project. 6.16 Term. This Agreement's term will begin on the Effective Date and conclude upon the ten (10) year anniversary of the Village's issuance of an occupancy certificate for the Hotel. Upon the termination of the Agreement and the Parties' rights and obligations hereunder, the Village shall, at the Developer's reasonable request, deliver to the Developer a signed release of this Agreement in recordable form. 11 Home2 - Redevelopment Agreement May 2024 6.17 Rights Cumulative. Unless expressly provided to the contrary in this Agreement, each and every one of the rights, remedies, and benefits provided by this Agreement shall be cumulative and shall not be exclusive of any other rights, remedies, and benefits allowed by law. 6.18 Non -Waiver. The Parties shall be under no obligation to exercise any of the rights granted to it in this Agreement. The failure of a Party to exercise at any time any right granted to the Party shall not be deemed or construed to be a waiver of that right, nor shall the failure void or affect the Party's right to enforce that right or any other right, except as otherwise set forth herein. 6.19 Consents. Unless otherwise provided in this Agreement, whenever the consent, permission, authorization, approval, acknowledgement, or similar indication of assent of any party to this Agreement, or of any duly authorized officer, employee, agent, or representative of any party to this Agreement, is required in this Agreement, the consent, permission, authorization, approval, acknowledgement, or similar indication of assent shall be in writing. 6.20 Interpretation. This Agreement shall be construed without regard to the identity of the Party who drafted the various provisions of this Agreement. Moreover, each and every provision of this Agreement shall be construed as though all Parties to this Agreement participated equally in the drafting of this Agreement. As a result of the foregoing, any rule or construction that a document is to be construed against the drafting Party shall not be applicable to this Agreement. 6.21 Disclosures. Upon the Village's request, Developer will provide a list of all entities owning a greater than one (1 %) percent interest in Developer. Developer will update this information at the request of the Village. Based in part on the information provided by Developer and in part on information from the Village's independent investigation, the Village will affirm that its Corporate Authorities, and all appropriate Village elected and appointed officials, officers, employees, agents and representatives of the Village have or will comply with the disclosure and conflict -of -interest provisions of the Public Officer Prohibited Activities Act (50 ILCS 105/3), the Act, and the Illinois Governmental Ethics Act (5 ILCS 420). [SIGNATURE PAGES TO FOLLOW] 12 Home2 - Redevelopment Agreement May 2024 IN WITNESS WHEREOF, the Parties have duly executed this Agreement pursuant to all requisite authorizations as of'thc date first above written. 1--1171 ATTEST: Lorne Murphy, V age Clef VILLAGE OF EL ROV VILLAGE, COOK AND DU AGE C NTIES, ILLINOIS, an Illinois Muriginal Co ration By: Ma0iz B. J AIM HIGH HOSPITALITY, LLC, a limited liability co ion By: k.-_ Name: Paul Khanna Its: President S-I Signauure Page - Redc•relopmeiu AgreenrenI STATE OF ILLINOIS ) ) SS COUNTY OF COOK ) I, 'JIIMI'CV IqAOkt , a Notary Public in and for the said County, in the State aforesaid, DO HEREBY CERTIFY that Craig B. Johnson, Mayor of the Village of Elk Grove Village, personally known to me to be the same person whose name is subscribed to the foregoing instrument as such Mayor, appeared before me this day in person and acknowledged that he/she signed and delivered the said instrument as his/her own free and voluntary act and as the free and voluntary act of said Village, for the uses and purposes set forth therein; and the said Village Clerk then and there acknowledged that he/she, as custodian of the corporate seal of said Village, did affix the corporate seal of said Village to said instrument, as his/her own free and voluntary act and as the free and voluntary act of said Village, for the uses and purposes set forth therein. Witness my hand and notarial seal this V V` Nota lic My Commission Expires:l. (Seal) OFFICIAL SEAL JENNIFER MMON NOTARY PUBLIC - STATE OF ILLINOIS MY COMMISSION EXPIRES:12/27/24 N-1 Notary Page - Redevelopment Agreement 1A�,�' .,.i ,�� �r�rf �,�R Tye ' .�r��. STATE OF i LU r-1b ►S ) ) SS COUNTY OF C_ ) I, f ^&,, L. AYxaao4r , a Notary Public in and for said County, in the State aforesaid, DO HEREBY GEKIVY that Paul Khanna, the President of Aim High Hospitality, LLC, limited liability corporation, personally known to me to be the person whose name is subscribed to the foregoing instrument as such President, appeared before me this day in person and acknowledged that he signed, sealed and delivered the said instrument as his free and voluntary act for the uses and purposes therein set forth. GIVEN UNDER my hand and Notarial Seal this cJ h day of MAy , 2023. Notary Publ My Commission Expires: on+cul staff (Seal) - - AAARY L MHENRY Notary iubl1C, SWO Of 111MOls Colmmiuion No.191I11 ,my Comrtmssfon Expires Decemoor 27, 2027 -——————- I N-1 wotari, Page - Redevelopment Agreement EXHIBITS A. Legal Description of the Property B. Preliminary Site Plan and Rendering of Hotel C. Property Tax Increment Analysis Exhibits Exhibits - Redevelopment Agreement EXHIBIT A LEGAL DESCRIPTION Common Address: 1900 E Oakton Street, Elk Grove Village, IL 60007 PIN: 08-23-300-043-0000 Size: Approximately 2.12 acres or 92,345 square feet Common Address: 1800 E Oakton Street, Elk Grove Village, IL 60007 PIN: 08-23-300-041-0000 Size: Approximately 0.9 acres or 40,428 square feet PARCELI: LOT 3 IN LAQUINTA RESUBDIVISION IN THE SOUTHWEST 1/4 OF SECTION 23, TOWNSHIP 41 NORTH, RANGE 11, EAST OF THE THIRD PRINCIPAL MERIDIAN, ACCORDING TO THE PLAT THEREOF RECORDED SEPTEMBER 20, 1984 AS DOCUMENT 27262582, IN COOK COUNTY, ILLINOIS. PARCEL 2: A NON-EXCLUSIVE EASEMENT FOR THE BENEFIT OF PARCEL 1 IN, TO, OVER, ACROSS AND THROUGH THE PARKING AND DRIVEWAY AREAS BY TENANTS, EMPLOYEES, INVITEES, PATRONS, CUSTOMERS AND GUESTS, AS CREATED BY COMMON ACCESS AND CROSS -PARKING AGREEMENT BY AND BETWEEN LA QUINTA MOTOR INNS, INC., AND BOB EVANS FARMS, INC., RECORDED DECEMBER 5, 1984 AS DOCUMENT 27361597, AND LOCATED WITHIN LOTS 1 AND 2 OF SAID LAQUINTA RESUBDIVISION, AS MORE FULLY DESCRIBED THEREIN, IN COOK COUNTY, ILLINOIS. PARCEL 3: A NON-EXCLUSIVE EASEMENT FOR THE BENEFIT OF PARCEL 1 FOR USING, INSPECTING, OPERATING, MAINTAINING, REPAIRING AND REPLACING UNDERGROUND SANITARY SEWER MAINS, STORM SEWER MAINS AND WATER MAINS AND APPURTENANCES THERETO, AS CREATED BY DECLARATION AND GRANT OF EASEMENT AND AGREEMENT BY AND BETWEEN LA QUINTA MOTOR INNS, INC., AND BOB EVANS FARMS INC., RECORDED MAY 16, 1985 AS DOCUMENT 85022730, IN, OVER, THROUGH AND UNDER LOTS I AND 2 OF SAID LAQUINTA RESUBDIVISION, AS MORE FULLY DESCRIBED THEREIN, IN COOK COUNTY, ILLINOIS. Exhibit A Exhibit A - Redevelopment Agreement EXHIBIT B PRELIMINARY SITE PLAN AND RENDERING OF HOTEL Exhibit B Exhibit B - Redevelopment Agreement Exhibit B Exhibit B - Redevelopment Agreement ol Exhibit C PROPERTY TAX INCREMENT ANALYSIS Total number of jobs projected to be created by the Project: Approximately 55 directly related and 110 indirectly related jobs will be created. Developer's estimated rate of return for the Project: Developer's Project IRR at 5 years for this project is 11.78% Exhibit C Exhibit C — Redevelopment Agreement