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Home My WebLink AboutRESOLUTION - 28-25 - 4/22/2025 - 610 MEACHAM SECOND AMENDMENT TO PURCHASE AND SALE AGMT BLDG ELK GROVE HDRESOLUTION NO.28-25 A RESOLUTION AUTHORIZING THE MAYOR AND VILLAGE CLERK TO EXECUTE A SECOND AMENDMENT TO THE PURCHASE AND SALE AGREEMENT BETWEEN THE VILLAGE OF ELK GROVE VILLAGE AND BLDG ELK GROVE HD LLC, A DELAWARE LIMITED LIABILITY COMPANY, BLDG ELK GROVE HD II LLC, A DELAWARE LIMITED LIABILITY COMPANY, FEIGA II/HD, LLC, A DELAWARE LIMITED LIABILITY COMPANY, AND COURT STREET ASSOCIATES/HD, LLC, A DELAWARE LIMITED LIABILITY COMPANY (610 MEACHAM ROAD) WHEREAS, the Village of Elk Grove Village ("Village") has a population of more than 25,000 and is therefore a "Home Rule Unit" under the 1970 Illinois Constitution; and WHEREAS, the Illinois Constitution of 1970 provides that a Home Rule Unit may exercise any power and perform any function pertaining to its government and affairs, including but not limited to the power to regulate for the protection of the public health, safety, morals and welfare; to license, to tax; and to incur debt; and WHEREAS, the Village previously entered into a Purchase and Sale Agreement (as amended, "Purchase Agreement") with BLDG ELK GROVE HD LLC, a Delaware limited liability company, BLDG ELK GROVE HD II LLC, a Delaware limited liability company, FEIGA II/HD, LLC, a Delaware limited liability company, and COURT STREET ASSOCIATES/HD, LLC, a Delaware limited liability company (collectively, "Seller") concerning the property commonly known as 610 Meacham Road in Elk Grove Village; and WHEREAS, the Village and Seller wish to amend the Purchase Agreement to extend certain deadlines and make related changes, all as set forth in the Second Amendment to the Purchase and Sale Agreement attached as Exhibit 1 ("Second Amendment"); and 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, in exercise of their home rule authority, as follows: Section 1. Recitals. The above recitals and all exhibits attached to this Resolution are incorporated by this reference. Section 2. Amendment Approved. The Second Amendment is hereby approved. The Mayor is authorized to sign the Second Amendment on the Village's behalf, and the Village Clerk is authorized to attest to said document upon the Mayor's signature. Section 3. Authority. The Village Manager is authorized and directed to enforce and implement the terms of the Second Amendment. The Village Manager is further authorized to take all steps necessary including, without limitation, signing any necessary documents on the Village's behalf, to enter into subsequent amendments to the Purchase Agreement for the purpose of extending any timeline contained in the Purchase Agreement, including, without limitation, the REA Approval Period, by up to an additional 60 days. Section 4. Repealer. All resolutions or ordinances or parts thereof in conflict with any of the provisions of this Resolution shall be, and the same hereby repealed. Section 5. Severability. This Resolution and every provision thereof shall be considered severable. If any part, subsection or clause of this Resolution shall be deemed to be unconstitutional or otherwise invalid, the remaining sections, subsections and clauses shall not be affected thereby. Section 6. Effective Date. This Resolution shall be in full force and effect from and after its passage and approval as provided by law. VOTE: AYES: 6 NAYS: 0 ABSENT: 0 PASSED this 22"1 day of April 2025 APPROVED this 22" day of April 2025 ATTEST: Loretta M. Murphy, Village Clerk APPROVED: Mayor Craig B. Johnson Village of Elk Grove Village W Exhibit 1 Second Amendment to Purchase and Sale Agreement [Attached] 4812-4012-5783,v [Signature page follows] Docusign Envelope ID: 1C1C61CA-F989-4725-AE73-0509E782903A SECOND AMENDMENT TO PURCHASE AND SALE AGREEMENT This Second Amendment to Purchase and Sale Agreement ("Second Amendment") is made as of April gZ, 2025 ("Second Amendment Effective Date") by and between BLDG Elk Grove HD LLC, a Delaware limited liability company, BLDG Elk Grove HD II LLC, a Delaware limited liability company, FEIGA II/HD, LLC, a Delaware limited liability company and COURT STREET ASSOCIATESMD, LLC, a Delaware limited liability company, as tenants in common (collectively, "Seller"), and VILLAGE OF ELK GROVE VILLAGE, an Illinois home rule municipal corporation ("Purchaser") (collectively, Seller and Purchaser are the "Parties"). RECITALS A. Purchaser and Seller have previously executed and delivered that certain Purchase and Sale Agreement dated January 14, 2025 ("Agreement"), for the purchase and sale of certain real property located at 610 Meacham Road, in Elk Grove Village, Cook County, Illinois, 60007, as more particularly described in the Purchase Agreement. B. On or about March 11, 2025, the Purchaser passed Resolution No. 20-25 approving the First Amendment to the Purchase Agreement ("First Amendment") (collectively, the Purchase Agreement and First Amendment are the "Purchase Agreement") to extend certain deadlines and making related changes. C. Seller and Purchaser acknowledge and agree that Purchaser is diligently pursuing Lease Termination approval and REA Approval and, despite those commercially reasonable efforts, such approvals have not yet been obtained. D. Purchaser and Seller desire to amend certain terms and provisions of the Purchase Agreement in accordance with this Second Amendment. AGREEMENTS: NOW THEREFORE, in consideration of the Recitals and Agreements contained herein, the Parties agree as follows: 1. All initially capitalized terms not otherwise defined herein shall have the same meanings ascribed to them in the Purchase Agreement. The foregoing recitals are incorporated into this Section by reference. 2. Without need for further notice, written or otherwise, the Purchase Agreement, including, without limitation, Section 3(f) therein, is amended to provide that the REA Approval Period will expire at 5 p.m. CST on July 21, 2025, to allow additional time for Purchaser to negotiate the Lease Termination and obtain the REA Approval. In the event the requisite parties do not enter into the Lease Termination or the REA Approval is not obtained during the REA Approval Period, Purchaser shall have the right, before the Docusign Envelope ID: 1C1C61CA-F989-4725-AE73-0509E782903A REA Approval Period expires, to terminate the Purchase Agreement in accordance with Purchase Agreement Section 3(f). 3. The last sentence of Section 4 of the Purchase Agreement is hereby deleted and replaced with the following: "The term "Closing" as used herein shall mean the consummation of such purchase and sale in accordance with the terms of this Agreement and shall occur on the date which is thirty (30) days after the expiration of the REA Approval Period (the date of the Closing, as the same may be adjourned by Seller as provided herein being herein referred to as the "Closing Date"); and TIME SHALL BE OF THE ESSENCE with respect to Purchaser's obligations to pay the balance of the Purchase Price and otherwise consummate the transactions contemplated hereby on the Closing Date." 4. Except as modified by this Second Amendment, the Purchase Agreement remains in full force and effect. To the extent there is any inconsistency or conflict between the terms and provisions of the Purchase Agreement and this Second Amendment, the terms and provisions of this Second Amendment shall govern. The Purchase Agreement and Second Amendment shall be construed as one instrument and all provisions of the Purchase Agreement, as amended by this Second Amendment, are incorporated herein by reference as if fully stated herein. 5. There are no unwritten or oral agreements between the Parties. This Second Amendment represents the final agreement between the Parties with respect to the matters set forth herein and may not be contradicted by evidence of prior, contemporaneous, or subsequent oral agreements between the Parties. 6. Each Party represents and warrants to the other that it has the requisite authority to enter into this Second Amendment, and each party shall, upon request, provide evidence of such authority acceptable to the other at the time of execution of this Second Amendment. 7. This Second Amendment may be executed in any number of identical counterparts, each of which shall be deemed to be an original and all of which shall constitute one and the same instrument. [Signature pages follow] 2 IN WITNESS WHEREOF, the Parties have executed and delivered this Second Amendment as of the Second Amendment Effective Date. SELLER: BLDG ELK GROVE HD LLC, a Delaware limited liability company By: PARTNERS 2004, LLC, a New York limited liability company, its Sole Member By: BLDG ASSOCIATES, INC., a Delaware corporation, its Managing Member :F'' ' f By, Name! lrima�,_ Title: President BLDG ELK GROVE HD II LLC, a Delaware limited liability company By: LKD Partners 2004, LLC, a New York limited liability company, its Sole Member By: PARTNERSHIP 93 L.P., a Delaware partnership, its Sole Member By: BLDG ASSOCIATES, INC., a Delaware corporation, its General Partner By: Nam : Lloyd Goldman Title: President [Signature Page to Second Amendment of Purchase and Sale Agreement — Elk Village] Docusign Envelope ID: 1C1C61CA-F989-4725-AE73-0509E782903A FEIGA II/HD LLC, a Delaware limited liability company By: Kings Mountain II, L.P., a Delaware limited partnership, its Sole Member By: FEIGA II, INC., a Delaware corporation, its General Partner By: [�u9igned by: ... %l ..u,..5 .,.,,,... bjerg Title: President COURT STREET ASSOCIATES/HD, LLC, a Delaware limited liability company By: Court Street Associates, LLC, a New York limited liability company, its Sole Member DocuSigned by: ___D074656FEE28430... ' ---. 4o-------o-- Title: Manager [Signature Page to Second Amendment of Purchase and Sale Agreement — Elk Village] 4 Docusign Envelope ID: lC1C61CA-F989-4725-AE73-0509E782903A PURCHASER: VILLAGE OF ELK GROVE VILLAGE, an Illinois home rule municipal corporation [Signature Page to Second Amendment of Purchase and Sale Agreement — Elk Village]