HomeMy WebLinkAboutRESOLUTION - 47-14 - 10/14/2014 - AGREEMENT - ATLAS TOYOTA MATERIAL HANDLINGRESOLUTION NO. 47-14
A RESOLUTION AUTHORIZING THE MAYOR AND VILLAGE CLERK TO
EXECUTE A REIMBURSEMENT AGREEMENT BETWEEN THE VILLAGE OF ELK
GROVE VILLAGE AND ATLAS TOYOTA MATERIAL HANDLING, LLC.
NOW, THEREFORE, BE IT RESOLVED by 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:
REIMBURSEMENT 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.
VOTES: AYES: 6 NAYS: 0 ABSENT: 0
PASSED this 14`x' day of October 2014.
APPROVED this 14'h day of October 2014.
APPROVED:
Mayor Craig B. Johnson
Village of Elk Grove Village
ATTEST:
Judith M. Keegan, Village Clerk
Atla.sAgreemenI
REIMBURSEMENT AGREEMENT
THIS REIMBURSEMENT AGREEMENT (this "Agreement") is made and entered
into as of the 1XII�— day of J:�f' , 2014 by and between the Village of Elk Grove, an
Illinois home -rule municipal corporation located in Cook and DuPage Counties, Illinois (the
"Village"), and Atlas Toyota Material Handling, LLC, an Delaware limited liability company
("Atlas").
RECITALS
A. Pursuant to the terms of a Redevelopment Plan entitled "Busse/Elmhurst Road
Tax Increment Financing Redevelopment Plan and Project," dated March 11, 2014
("Redevelopment Plan") the Village designated a certain area within its municipal limits for
redevelopment and revitalization ("Busse/Elmhurst Road Redevelopment Project Area").
B. The Redevelopment Plan recites that the Busse/Elmhurst Road Redevelopment
Project Area is characterized by conditions which warrant the designation of portions of the
area as a "conservation area," as such term is defined in the Tax Increment Allocation
Redevelopment Act, 65 ILCS 5/11-74.4-1, el seq., as amended (the "Act"). The
Redevelopment Plan further recites that the Village is desirous of having the property within
the Busse/Elmhurst Road Redevelopment Project Area redeveloped and revitalized in order
to strengthen the Village's economic base and enhance the quality of life of the Village as a
whole.
C. The Village is authorized under the provisions of the Act to reimburse Atlas for
certain eligible costs using tax increment financing ("TIF") as set forth in the Act.
D. To stimulate the redevelopment of the Area, and pursuant to the Act, the
corporate authorities of the Village passed the following ordinances: (1) Ordinance No. 3771,
"An Ordinance Approving the Village of Elk Grove Village Busse/Elmhurst Road Tax
Increment Financing Development Plan and Project"; (2) Ordinance No. 3372, "An
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Ordinance Designating the Village of Elk Grove Village Busse/Elmhurst Road
Redevelopment Project Area"; (3) Ordinance No. 3373, "An Ordinance Adopting Tax
Increment Financing for the Village of Elk Grove Village, Cook County, Illinois, in
Conjunction with the Designation of the Village of Elk Grove Village Busse/Elmhurst Road
TIF Redevelopment Project Area" (the ordinances, together with the exhibits appended
thereto, are sometimes hereinafter collectively referred to as the ("TIF Ordinances").
E. Prior to the adoption of the TIF Ordinances, the Village would approve a Cook
County 6b Incentive ("6b Incentive") for an industrial business moving into the Village that
would generate employment and revenue. However, once the Village adopted the TIF
Ordinances, it determined it was in the best interest of the Village to provide assistance in a
form other than a 6b Incentive.
F. Atlas has entered into agreements to purchase the properties located at 1850
Touhy Avenue and 1815 Landmeier Road in the Village which are more fully described in
Exhibit A attached hereto, and improved with two buildings totaling 246,150 square feet (the
"Properties"). Atlas proposes to acquire, rehabilitate and redevelop the Properties and to
relocate its business into the Village. The business will include corporate offices and the
sale and resale of material handling and industrial equipment (the "Business"). Atlas has
estimated the acquisition of the Properties, the relocation of the Business into the Village
and the TIF Improvements. Atlas has estimated the Project, as defined herein, will cost in
excess of Seventeen Million Dollars ($17,000,000.00) and Atlas will contribute not less
than Fifteen Million Dollars ($15,000,000.00) in private funds (the "Private Funding') to
construct the Project, which will create additional revenue and significant employment
opportunities for the Village and its residents, estimated to employ two hundred fifty (250)
employees and continue to generate approximately Eighteen Million ($18,000,000.00)
Dollars in taxable sales, annually, to be generated by the Business on the Properties. The
acquisition and redevelopment of the Properties, relocating into the Village, the TIF
Improvements and the Private Funding are collectively referred to herein as the ("Project").
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G. The Village has the authority to promote the health, safety and welfare of its
inhabitants, to prevent the onset of blight while instituting conservation measures, to
encourage private development in order to enhance the local tax base, and to enter
into contractual agreements with third parties for the purpose of achieving the aforesaid
purposes.
H. The corporate authorities of the Village have determined that the construction of
the Project would be, in all respects, consistent with and in furtherance of the Redevelopment
Plan.
I. This Agreement has been submitted to the corporate authorities of the Village for
consideration and review and they have determined that the completion of the Project would
be, in all respects, consistent with and in furtherance of the Redevelopment Plan. The
Corporate Authorities have taken all actions required to be taken prior to the execution of this
Agreement in order to make the same binding upon it according to its terms.
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
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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.
III
ASSISTANCE TO THE PROJECT
3.01 Project Assistance. The Village hereby agrees to provide Village Assistance to the
Project under the terms and conditions of this Agreement. The Village hereby pledges an
amount equal to 95% of the "Increment," as that term is defined in the Act (95% of the
Increment is referred as the "Annual Net Increment", segregated by separate and unique tax
codes for, and generated by, the Project and paid to the Village annually by the Cook County
Collector. The Village's obligation to make any payment pursuant to this Agreement is
expressly limited to the amount of the Annual Net Increment received by the Village from Cook
County in any given year.
3.02 Form of Village Assistance. Subject to the terms and conditions of this agreement, the
Village will provide two types of financial assistance for the Project, as provided for herein.
Subject to the terms and conditions of this Agreement, the Village shall pay Atlas for a portion of
its TIF eligible expenses, as defined under the Act, a 6b Rebate and TIF Reimbursement Amount
as those terms are defined as set forth below. The 6b Rebate and the TIF Reimbursement
Amount are collectively referred to as the "Village Assistance."
3.03 6b Incentive Rebate to Atlas. In consideration of Atlas' completion of the Project and its
agreement not to petition for a Class 6b classification, the Village hereby agrees to pay Atlas an
amount equaling the amount of annual real estate taxes Atlas would have saved if the Village had
approved a 6b tax incentive for the Project ("6b Rebate"), which shall be equal to the amount of
real estate taxes that Atlas is required to pay for a calendar year ("Real Estate Taxes") less the
amount of the taxes that Atlas would be required to pay had it been granted a 6b Incentive (the
"6b Tax Amount"). The Village will compute the 6b Tax Amount owed using the Cook County
formula for the 6b Incentive in effect as of the date of this Agreement, such that properties
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receiving the 6b tax incentives are assessed at 10% of market value for the first 10 years, 15% in
the I I' year and 20% in the 12`h year, rather than the 25% of market value an industrial property
would be assessed at without a 6b. The Real Estate Taxes less the 6b Tax Amount shall be the
amount of the 6b Rebate.
3.04 6b Incentive Annual Tax Rebate Request. Within thirty (30) days after payment of a
second installment tax bill for a calendar year, Atlas shall request the annual 6b Rebate by
submitting a•written request to the Village along with the second installment tax bill for each PIN
listed on Exhibit A (or as may exist and be assigned for the Project in the future), with all appeals
and protests having been exhausted ("Final Tax Bill") for the Real Estate Taxes that were
assessed and levied during the previous calendar year ('Rebate Request"). The Village shall pay
the 6b Rebate on or before December 31" of the year in which the Rebate Request was
submitted.
By way of example, in seeking a 6b Rebate for the 2014 real estate taxes, Atlas would submit a
Rebate Request for the calendar year 2014 taxes when the Final Tax Bill is issued by Cook
County Treasurer in 2015 ("Rebate Request"). The Village shall then use the assessed value,
equalizer and tax rate noted on the Final Bill to compute that years' annual 6b Rebate as follows:
A. Years ]-10 6b Rebates. During years 1-10 of this Agreement, the
annual 6b Rebate shall be computed by:
Multiplying the Cook County Tax Assessor's "fair market
value" as indicated on the Final Bill by 10% to reach the
assessed value, and then multiplying the assessed value by
that year's equalizer to determine what the EAV would
have been in years 1-10 had a 6b Incentive been granted
("6b EAV");
ii. Multiplying the 6b EAV by the current tax rate to compute
the "6b Taxes."
iii. The difference between the amount of tax due and owing
on the Final Tax Bill (as defined below) for that year and
the 6b Taxes as computed using the formula herein shall be
the amount of the "Annual Tax Rebate."
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B. Year 11 6b Rebate. During year 11 of this Agreement, the Annual
Tax Rebate shall be computed using the same formula as set forth
in paragraph A but the term "10%" in paragraph A(i) shall be
changed to "15%."
C. Year 12 6b Rebate. During year 12 of this Agreement, the Annual
Tax Rebate shall be computed using the same formula as set forth
in paragraph A but the term "10%" in paragraph A(i) shall be
changed to "20%."
D, Illustration of Computation of Annual Tax Rebate. Following is
an illustration of the computation of the Annual Tax Rebate
(assuming 2.5 Equalizer and a 7.5% Tax Rate):
(i) No 6B Incentive
Market Value on bill:
$4,000,000
25% of Market Value on bill:
$1,000,000
X Current Equalizer 2.5:
$2,500,000
X Current Tax Rate 7%:
$175,000
Final Taxes Owned:
$175,000
(ii) With 613 Incentive
Market Value on bill: $4,000,000
10% of Market Value on bill: $400,000
X Current Equalizer 2.5: $1,000,000
X Current Tax Rate of 7% for Final Bill: $70,000
Using the illustration above, the Annual Tax Rebate in years 1-10 would then be the difference
between $175,000 and $70,000, which is $105,000.
3.05 Carry-over of unpaid 6b Rebate. In the event the Annual Net Increment in any given
calendar year is insufficient to pay the 6b Rebate then due and owing, the unpaid amount of the
6b Rebate shall be carried over to the next calendar year and added on to the 6b Rebate owed by
the Village for the subsequent calendar year. No interest shall accrue on any unpaid 6b Rebate.
3.06 TIF Reimbursement Amount. Each year, after the Village has paid the 6b Rebate, if there
is Annual Net Increment remaining ("Remaining Net Increment'), the Village will reimburse
Atlas each year from the Remaining Net Increment for the costs of the certain TIF eligible costs
as set forth in Exhibit B attached hereto (the "TIF Improvements") in an amount not to exceed
$1,600,000.00 ("TIF Reimbursement Amount'). The TIF Reimbursement Amount is based
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upon the estimates on Exhibit B but may be lower based on actual costs, but, notwithstanding the
foregoing, if actual costs for a particular line item on Exhibit B exceed the budgeted amount, the
Village shall reimburse Atlas for such excess costs, so long as the total amount paid for all line
items does not exceed the total TIF Reimbursement Amount. The Village will reimburse Atlas,
annually, from the available Remaining Net Increment, until the earlier of the full payment of the
TIF Reimbursement Amount, or, the passage of twenty years from the date of execution of this
Agreement. No interest shall accrue on any unpaid balance of the TIF Reimbursement Amount.
3.07 Request for TIF Reimbursement. Within thirty (30) days after payment of a Final Tax
Bill, during the term of this Agreement, Atlas shall submit an annual request for reimbursement
of the TIF Reimbursement Amount ("TIF Request") for the TIF Improvements.
3.08 Documentation and Approval for TIF Reimbursement Amount.
A, Submission of First TIF Request. With Atlas' first TIF Request, it shall provide
"Documentation" in the form of invoices, sworn statements, lien waivers, and evidence
of payment for the TIF Improvements and evidence that the Private Funding was invested
in the Project. Village Staff shall then inspect the TIF Improvements to confirm they
were built in substantial accordance with the Final Plans and review the Documentation
to verify the costs of the TIF Improvements, and the evidence that the Private Funding
was made. Upon approval of the TIF Improvements and the Documentation, the Village
and Atlas shall mutually confirm in writing the actual TIF Reimbursement Amount.
B. Submission of Subsequent Requests. Within thirty (30) days after payment of an
annual Final Tax Bill, Atlas shall submit a TIF Request stating the TIF Reimbursement
Amount less the TIF Reimbursements previously paid by the Village, and the Village
shall deliver the Remaining Net Increment for that calendar year until the TIF
Reimbursement Amount is paid in full. Provided that Atlas has satisfied the
preconditions to receive Village Assistance and continues to satisfy the ongoing
conditions set forth in Article IV hereof, the Village shall pay the TIF Reimbursement on
or before December 3151 of each calendar year.
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3.9 Illustration of Computation of TIF Reimbursement Amount Payments.
The following is an illustration of the computation and payment of an annual TIF
Reimbursement Amount:
Increment (as defined by the Act and
paid to the Village by Cook County) $ 400,000.00
(Annual Net Increment (95% of Increment) $ 380,000.00
Less 6b Rebate $ 105,000.00
Remaining TIF Revenue $ 275,000.00
Total TIF Reimbursement Amount Due $1,000,000.00
Remaining TIF Revenue paid as TIF
Reimbursement Amount $ 275,000.00
Remaining Balance of TIF Reimbursement
Amount $ 725,000.00
3.10 Source of Village Assistance. While the Village may elect to pay the Village Assistance
from the Special Tax Allocation Fund created by the TIF Ordinances, it may elect, in its sole
discretion, to make said payments, in lieu of, but in no event less than the Annual Net Increment,
from any other source of Village funds. In such event, the Village's obligation to pay the Village
Assistance from Village funds shall be a general obligation of the Village and shall be secured
by the full faith and credit of the Village. Neither Atlas nor its successors and assigns shall have
any lien on the Special Tax Allocation Fund.
3.11 No Recourse. Atlas hereby acknowledges and agrees that in the event that the Annual Net
Increment is insufficient to make an annual 6b Rebate or TIF Reimbursement payments that may
be due and owing, the Village has no obligation to pay any amount greater than the Annual Net
Increment. Atlas hereby acknowledges and agrees that in the event that the Annual Net
Increment is insufficient to make any payment that may be due and owing hereunder, the Village
shall have no obligation to use any other source of funds for the payment of the Village
Assistance.
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IV
PRECONDITIONS & CONTINUING CONDITIONS
4.01 Preconditions to Village Assistance. Following are preconditions to Atlas receiving or
being entitled to receive Village Assistance:
A. Acquisition of Property. Atlas shall acquire the Properties on or before March 1, 2015.
Atlas shall deliver evidence of its acquisition to the Village.
B. Completion of Protect. The Project shall be substantially completed with the Business
open on or before June 30, 2016, subject to the delay provisions contained in section 7.13
hereof.
4.02 Continuing Conditions for Village Assistance. Following are continuing conditions to
Atlas being entitled to receive or receiving Village Assistance:
A. Payment of Taxes. Atlas acknowledges that the real estate taxes generated by the
Project may be the sole source of the Village Assistance and agrees that the Village shall
have no obligation to make any payment for the Project Assistance so long as there are
unpaid taxes on the Properties.
B. Continuous Operation of Business. The Village has entered into this Agreement to
stimulate employment, further redevelopment and increase tax revenue within the
Busse/Elmhurst Road Redevelopment Project Area. Therefore, (i) in the event that Atlas
ceases to operate the Business on the Properties or any portion thereof, the Village shall
have no obligation to continue to make any further payment of the TI'F Reimbursement
Amount, except, however, any TIF Reimbursement Amount accrued prior to ceasing to
operate the Business but not yet due and payable shall be due Atlas, and (ii) in the event
that Atlas ceases to operate the Business on the Properties or any portion thereof within
five (5) years of commencing Business operations, Atlas shall be obligated to repay the
Village the aggregate amount of any TIF Reimbursement Amount previously paid by the
Village up to the date of cessation of Business. In the event that there is no cessation of
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Business operations by Atlas within five (5) years of commencing Business operations,
paragraph 4.02.B(ii) shall be null and void.
C. Transfer or Properties or Assignment of Agreement. The Village shall have the right
to cease payments of the TIF Reimbursement Amount in the event Atlas transfers the
Properties or any portion thereof to any entity, unless said entity is owned or controlled
by Atlas or otherwise approved by the Village, which approval shall not be unreasonably
withheld. Except for a collateral assignment of this Agreement for purposes of financing
the Project, Atlas shall not make, create or suffer to be made any sale, transfer,
assignment or conveyance of the right to any payments agreed to by Village in this
Agreement unless approved by the Village in its sole discretion.
4.03 Project not Financially Feasible. Atlas has represented to the Village that without the
Village Assistance, the Project would be economically unviable.
ARTICLE V
APPROVALS, CONSTRUCTION & FEES
5.01 Village Approval of Plans. The Village has approved the conceptual plans for the Project
as substantially depicted on Exhibit C, attached hereto and made a part hereof. Atlas shall
submit, substantially consistent with the Conceptual Plans, any and all required plans, drawings
and specifications ('Final Plans") required for permits for the Project and any other
modifications it has planned, prior to obtaining a building permit. Said Final Plans shall include:
A. Site Plan depicting the location of all buildings, entryways, parking areas, and all
"hardscape" improvements;
B. Landscape Plan depicting each plantingto be used in the Redevelopment Project;
C. Materials to be use on buildings and facades, driveways, and walkways;
D. Exterior lighting plan showing each lighting fixture to be used and its location;
E. Detail of signs to be placed on the Properties; and
F. Preliminary plat of Resubdivision/Consolidation.
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The Village's approval of the Final Plans shall not be unreasonably withheld or denied so long as
the Final Plans are substantially in conformance with the Conceptual Plans and all applicable
Village Codes and the requirements of any other agency having jurisdiction over the Project.
Atlas shall build the Project in compliance with approved Final Plans.
5.02 Building, Subdivision Codes. The Project will be completed in compliance with all
federal, state and Village building codes, subdivision, zoning, environmental and other
developmental regulations applicable to the Project. Atlas shall have the right to petition for
variances that it may deem necessary to complete of the Project.
5.03 Utilities and Fees. The Village hereby agrees that Atlas shall have the right to connect to
any and all Village water, sanitary and storm sewer lines serving the property. The Village
agrees that Atlas shall be obligated to pay only those water, sanitary sewer, permit fees,
engineering and inspection fees, demolition, or any other license fees that are assessed on a
uniform basis throughout the Village. Atlas further acknowledges that it shall be required to
obtain any permits or approvals required by the Village or any other body having jurisdiction
over the Project prior to the commencement of construction.
5.04 Workers' Compensation Insurance. Atlas agrees to maintain or cause to be maintained by
all contractors and subcontractors working on the Project, the Workers' Compensation coverage
required by the Illinois Workers' Compensation Act (820 ILCS 305)
5.05 Prevailing Wage Act. Atlas hereby acknowledges that the construction of the Project may
be subject to the Illinois Prevailing Wage Act (820 ILCS 130/0.01) ("Wage Act"). Atlas hereby
agrees that it is responsible for complying with the Wage Act if applicable including all reporting
requirements and hereby indemnifies the Village for any penalties or back salaries owed for
Atlas's failure to comply with any provision of the Wage Act.
5.06 TIF Representation and Warranties. The Village hereby represents and warrants that (i)
the Village shall not repeal the Ordinances during the term of this Agreement; and (ii) the
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Village shall not, during the term of this Agreement, amend one or more of the Ordinances if
such amendment would adversely affect the Annual Net Increment or the Village's ability to pay
to the Developer
5.07 Defense of TIF. In the event that the legitimacy of the Ordinances are challenged before
a court or governmental agency having jurisdiction thereof and such challenge would affect the
payments to be made under this Agreement, the Village shall at its sole cost defend the integrity
of the Ordinances. The Developer shall fully cooperate with the Village in connection with the
foregoing.
VI
AUTHORITY
6.01 Actions. The Village represents and warrants that upon application of Atlas it has taken,
or will take, such action(s) as may be required and necessary to process the approvals and permit
applications as expeditiously as possible and as may be necessary or proper in order for Atlas to
complete the Improvements as contemplated herein.
6.02 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,
deliver and perform the terms and obligations of this Agreement. 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,
6.03 Atlas' Authorization. Atlas hereby represents and warrants that entering into this
Agreement shall not be a breach or violation of any other agreement to which Atlas is a party.
6.04 Authorized Parties. Whenever under the provisions of this Agreement and other related
documents and instruments or any supplemental agreement or request, requiring approval or
consent of the Village, such approval or consent shall be given for the Village, unless otherwise
provided herein, by the Mayor or his designee and for Atlas by any officer of Atlas so authorized
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(in any event, the officers executing this Agreement are so authorized); and any person shall be
authorized to act on any such agreement, request, demand, approval, notice or consent or other
action and neither party hereto shall have any complaint against the other as a result of any such
action taken.
VII
GENERAL PROVISIONS
7.01 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.
7.02 Village Default & Atlas' Remedy.
A. Default by Village. The Village shall be in default of this Agreement if Atlas has
met all of the preconditions and continues to meet the ongoing obligations set
forth in Article IV of this Agreement, and the Village receives the Net
Incremental Taxes but fails to make any payment that is due and owing as set
forth herein.
B. Atlas' Remedy. Upon the occurrence of a default by the Village as hereinabove
set forth, Atlas, as its sole and exclusive remedy of Default by the Village, may
seek the remedy of specific performance to compel the Village to pay the Village
Assistance under the terms and conditions set forth herein.
C. Default by Atlas. Atlas shall be in default of this Agreement in the event it fails
to meet the preconditions set forth in Article IV of this Agreement.
D. Village's Remedy. In the event Atlas is in default of this Agreement, the
Village's sole and exclusive remedy will be to cease paying the Village
Assistance until the default is cured and to take the actions set forth in this
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paragraph. However, anything contained in this paragraph notwithstanding, the
Village reserves the right to enforce its codes and ordinance to the fullest degree.
7.03. Notice. Before either party hereto declares the other to be in default, the non -defaulting
party must have given the other a notice of default with thirty (30) days to cure the default. All
notices and requests required pursuant to this Agreement shall be sent as follows:
To Atlas:
Atlas Toyota Materials Handling, LLC
Attn: Allen C. Rawson
5050 North River Road
Schiller Park, IL 60176
With copies to:
Storino, Ramello & Durkin
9501 W. Devon Ave., gch Floor
Rosemont, IL 60018
Fax: (847)-318-9509
To the Village:
Village Clerk
Village of Elk Grove Village
901 Wellington Ave.
Elk Grove Village, IL 60007
Fax: 847-357-4008
With copies to:
Village Attorney
Village of Elk Grove Village
901 Wellington Ave.
Elk Grove Village, IL 60007
Fax: 847-357-4022
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, 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.
7.04. Abandonment. In case Atlas and/or the Village shall have proceeded to enforce their
rights under this Agreement and such proceedings shall have been discontinued or abandoned for
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any reason, then, and in every such case, Atlas and the Village shall be restored respectively to
their several positions and rights hereunder, and all rights, remedies and powers of Atlas and the
Village shall continue as though no such proceedings had been taken.
7.05. No Waiver by Delay or Otherwise. Any delay by either Party in instituting or prosecuting
any actions or proceedings or otherwise asserting its rights under this Agreement shall not
operate to act as a waiver of such rights or to deprive it of or limit such rights in any way (it
being the intent of this provision that neither Party should be deprived of or limited in the
exercise of the remedies provided in this Agreement because of concepts of waiver, laches or
otherwise); nor shall any waiver in fact made with respect to any specific event of default be
considered or treated as a waiver of the rights by the waiving Party of any future event of default
hereunder, except to the extent specifically waived in writing. No waiver made with respect to
the performance, or the manner or time thereof, of any obligation or any condition under the
Agreement shall be considered a waiver of any rights except if expressly waived in writing.
7.06 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, as provided by law, and by the execution of said amendment by the
Parties or their successors in interest.
7.07 No Other Agreement. Except as otherwise expressly provided herein, this Agreement su-
persedes all prior agreements, negotiations and discussions relative to the subject matter hereof
and is a full integration of the agreement of the Parties.
7.08 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.
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7.09 No Third Party Beneficiary. The provisions of this Agreement are for the benefit of the
Village and Atlas only and are not for the benefit of any third party, and accordingly, no third
party shall have the right to enforce the provisions of this Agreement.
7.10 Illinois Law. This Agreement shall be construed in accordance with the laws of the State
of Illinois. Any dispute or claim shall be filed in the Circuit Court of Cook County, Illinois
7.11 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.
7.12 Consent or Approval. Except as otherwise provided in this Agreement, whenever
consent or approval of either party is required, such consent or approval shall not be
unreasonably withheld
7.13 Delay. For the purposes of any of the provisions of this Agreement, neither the Village
nor Atlas, 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, strike, 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 hereunder.
7.14 Term. The tern of this Agreement shall commence upon the execution of the Agreement
on behalf of the Village. The Agreement shall terminate upon the earlier of the final payment of
the Village Assistance or twenty years from the date of execution by the Patties.
7.15 No Third -Party Beneficiaries. Nothing contained in this Agreement shall be construed as
creating any partnership or any benefit for any party other than as expressly set forth herein.
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7.16 Certificate of Continued Effectiveness. Provided Atlas is in not in default of its
obligations and payment conditions set forth herein, within ten (10) business days after the
written request by Atlas, the Village sball execute and deliver to Atlas or any existing or
proposed mortgagee, lessor or grantee a certificate stating that this Agreement is in full force and
effect, that neither the Village nor Atlas are in default under this Agreement and containing such
other information as may be reasonably requested by Atlas and any such mortgagee, lessor or
grantee.
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:
Mayor Craig B. Johnson
ATTEST:
Judith M. Keegan, Village Clerk
ATLAS TOYOTA MATERIAL HANDLING,
LLC, an Delaware Limited Liability Company
By:
Its
ATTEST:
Its
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EXHIBITS
Exhibit A Properties Legal Description
Exhibit B TIF Reimbursement Amount
Exhibit C Schedule of Conceptual Plans
is
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EXHIBIT "A"
Properties Legal Description
ALL OF LOT 156 AND THAT PART OF LOT 157 LYING SOUTHERLY OF A LINE
DESCRIBED AS FOLLOWS: BEGINNING AT THE NORTHEAST CORNER OF LOT
158; THENCE RUNNING NORTHWESTERLY ALONG A STRAIGHT LINE A
DISTANCE OF 101.90 FEET TO A POINT ON THE WEST LINE OF LOT 158,
DISTANT 15.93 FEET SOUTH OF NORTHWEST CORNER OF SAID LOT 158;
THENCE NORTHWESTERLY AONG A STRAIGHT LINE A DISTANCE OF 103.94
FEET TO A POINT ON THE WEST LINE OF LOT 157, DISTANT 21.24 FEET SOUTH
OF THE NORTHWEST CORNER OF SAID LOT 157; AND THAT PART OF LOT 158
LYING SOUTHERLY OF A LINE DESCRIBED AS FOLLOWS: BEGINNING AT THE
NORTHEAST CORNER OF LOT 158; THENCE RUNNING NORTHWESTERLY
ALONG A STRAIGHT LINE A DISTANCE OF 101.90 FEET TO A POINT ON THE
WEST LINE OF SAID LOT 158, DISTANT 15.93 FEET SOUTH OF THE NORTHWEST
CORNER OF SAID LOT 158; THENCE NORTHWESTERLY ALONG A STRAIGHT
LINE A DISTANCE OF 103.94 FEET TO A POINT ON THE WEST LINE OF SAID
LOT 157, DISTANT 21.24 FEET SOUTH OF THE NORTHWEST CORNER OF SAID
LOT 157; AND ALL OF LOT 159; AND ALL OF LOT 160 IN CENTEX INDUSTRIAL
PARK UNIT 12, BEING A SUBDIVISION IN SECTION 26, TOWNSHIP 41 NORTH,
RANGE 11 EAST OF THE THIRD PRINCIPAL MERIDIAN, ACCORDING TO THE
PLAT THEREOF REGISTERED IN THE OFFICE OF THE REGISTRAR OF TITLES
OF COOK COUNTY, ILLINOIS, ON APRIL 29, 1963 AS DOCUMENT NUMBER
LR2088355, IN COOK COUNTY, ILLINOIS.
EXCEPT THAT PART OF THE LAND CONVEYED TO THE COUNTY OF COOK BY
WARRANTY DEED DATED MAY 14, 1987 AND RECORDED JUNE 9, 1988 AS
DOCUMENT 88250095
AND
EXCEPT THAT PART OF THE LAND CONVEYED TO THE CITY OF CHICAGO BY
SPECIAL WARRANTY DEED DATED JULY 31, 2008 AND RECORDED AUGUST 13,
2008 AS DOCUMENT 0822633101.
COMMONLY KNOWN AS 1815 LANDMEIER ROAD, ELK GROVE VILLAGE,
ILLINOIS
IL
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EXHIBIT "A"
Properties Legal Description Cont'd.
PARCEL 1:
LOTS 89, 90, 91 AND LOT 92 (EXCEPT THAT PART THEREOF DESCRIBED AS
FOLLOWS: BEGINNING AT THE SOUTHEAST CORNER OF SAID LOT 92;
THENCE NORTH ALONG THE EAST LINE OF SAID LOT 92, A DISTANCE OF 38.0
FEET; THENCE SOUTHWESTERLY ALONG A CURVE CONCAVE
NORTHWESTERLY AND HAVING A RADIUS OF 38.0 FEET TO A POINT ON THE
SOUTH LINE OF SAID LOT 92, A DISTANCE OF 38.0 FEET WEST OF THE
SOUTHEAST CORNER OF SAID LOT 92; THENCE EAST ALONG SAID SOUTH
LINE OF LOT 92, A DISTANCE OF 38.0 FEET TO THE SOUTHEAST CORNER
THEREOF AND THE PLACE OF BEGINNING), ALL IN CENTEX INDUSTRIAL
PARK UNIT 10, BEING A SUBDIVISION IN SECTION 26, TOWNSHIP 41 NORTH,
RANGE 11, EAST OF THE THIRD PRINCIPAL MERIDIAN, ACCORDING TO THE
PLAT THEREOF FILED ON FEBRUARY 28, 1963 AS LR2079626, IN COOK COUNTY,
ILLINOIS.
PARCEL 2:
LOTS 152, 153, 154, AND 155 IN CENTEX INDUSTRIAL PARK UNIT 12, BEING A
SUBDIVISION IN SECTION 26, TOWNSHIP 41 NORTH, RANGE 11, EAST OF THE
THIRD PRINCIPAL MERIDIAN, ACCORDING TO PLAT THEREOF FILED ON
APRIL 29, 1963 AS LR2088355, IN COOK COUNTY, ILLINOIS.
COMMONLY KNOWN AS 1850 TOUHY AVENUE, ELK GROVE VILLAGE,
ILLINOIS
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EXHIBIT "B"
TIF Reimbursement Amount
Moving
Environmental/Engineering
Soil Remediation/Hauling
Storm Sewer
Excavation
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Total
$887,000.00
$250,000.00
$140,000.00
$51,000.00
$272,000.00
$1,600,000.00
EXHIBIT "C"
Conceptual Drawh
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0 Al
0
Z 0
0 Z,
O
0
F-
I lb
A
Ma
P--
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