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HomeMy WebLinkAbout09-99 • Resolution No. 09-99 RESOLUTION AUTHORIZING EXECUTION OF A DEVELOPMENT AGREEMENT WITH RGH ENTERPRISES, INC. REGARDING LOCATION OF A MEDICAL SUPPLIES DISTRIBUTION FACILITY IN THE CITY OF ELGIN BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF ELGIN, ILLINOIS,that Ed Schock, Mayor, and Diane Robertson, City Clerk, be and are hereby authorized and directed to execute a Development Agreement on behalf of the City of Elgin with RGH Enterprises, Inc. regarding location of a medical supplies distribution facility in the City of Elgin, a copy of which is attached hereto and made a part hereof by reference. s/Ed Schock Ed Schock, Mayor Presented: April 29, 2009 Adopted: April 29, 2009 Omnibus Vote: Yeas: 7 Nays: 0 Attest: s/Diane Robertson Diane Robertson, City Clerk . . • 3/9/09 ECONOMIC INCENTIVE AGREEMENT This Economic Incentive Agreement (the "Agreement") is made and entered into as of the 019"Clay of , 2009, by and between the City of Elgin, an Illinois municipal corporation (hereinafter referred to as the "City"), RGH Enterprises, Inc., a corporation organized and existing under the laws of the State of Ohio, and authorized to do business in the State of Illinois, doing business as Edgepark Medical Supplies (hereinafter referred to as the "Developer"). WHEREAS, the Developer is proposing to expand its operations in the City of Elgin to include the lease of approximately a 57,500 square foot facility located at 1360 Madeline Drive, Elgin, Illinois, and will develop and operate at such facility as a medical supply distribution center which will employ not less than 30 individuals (such proposed expansion is hereinafter referred to as the "Subject Project" and such property is hereinafter referred to as the "Subject Property"); and WHEREAS, the Developer would be unable to proceed with the Subject Project without certain economic development assistance from the City as hereinafter described; and WHEREAS, 65 ILCS 5/8-11-20 authorizes municipalities including the City to enter into economic incentive Agreements relating to the development or redevelopment of lands within the corporate limits of a municipality and under such Agreements the municipality may agree to share or rebate a portion of any Retailer's Occupation Taxes received by the municipality that were generated by the development or redevelopment over a finite period of time; and WHEREAS, the City is a home rule unit authorized to exercise any power and perform any function relating to its government and affairs; WHEREAS, economic incentive Agreements including the economic incentive Agreement as provided for in this Agreement pertain to the government and affairs of the City; and WHEREAS, the Subject Property has remained vacant for at least one (1) year; and WHEREAS, the Subject Project is expected to create job opportunities within the City; and WHEREAS, the Subject Project will serve to further the development of adjacent areas; and WHEREAS,without this Agreement the Subject Project would not be possible; and WHEREAS, the Developer meets high standards of credit worthiness and financial strength as demonstrated by equity financing for not less than ten percent (10%) of the total project costs; and WHEREAS, the Subject Project will strengthen the commercial sector of the City; and , . WHEREAS, the Subject Project will enhance the tax base of the City; and WHEREAS, this Agreement is made in the best interests of the City. NOW, THEREFORE, for and in consideration of the mutual promises and undertakings contained herein, and other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the parties hereto agree as follows: 1. Recitals. The foregoing recitals are incorporated into this Agreement in their entirety. 2. Definitions. A. "Commencement Date" means the first day on which the Developer commences operations of the Subject Project on the Subject Property. B. "Sales Tax Revenues" means for the five years following the Commencement Date, all revenues that the City receives from retail sales taxes from the State of Illinois pursuant to the Illinois Service Occupation Tax (35 ILCS 115/1 et seq.), the Illinois Retailer's Occupation Tax (35 ILCS 120/1 et seq.), and the Home Rule Municipal Retailer's Occupation Tax (65 ILCS 5/8-11-1) that relate to the sale of any goods by the Developer from the Subject Project at the Subject Property. 3. Rebate of a Portion of Sales Tax Revenues. A. The City hereby agrees to rebate and pay to the Developer a portion of the Sales Tax Revenues received by the City from the Subject Project at the Subject Property in accordance with this Agreement, in order to reimburse the Developer for a portion of the costs incurred by Developer in conjunction with the Subject Project, all as set forth and detailed below. B. The City shall pay to the Developer a rebate of twenty percent (20%) of the Sales Tax Revenues received by the City from the Subject Project at the Subject Property over the five year period following the Commencement Date in annual rebate amounts not to exceed $12,250 and in the total amount of rebates not to exceed $61,250. The following examples are provided for the purposes of clarification and example: If Sales Tax Revenues received by the City from the Subject Project at the Subject Property during one of the five years in question total $50,000, the City would rebate to the Developer twenty percent (20%) of such amount being a rebate of$10,000. If the Sales Tax Revenues received by the City from the Subject Project at the Subject Property during one of the five years in question total $61,250, the City would rebate to the Developer twenty percent (20%) of such amount being a rebate of $12,250. If the Sales Tax Revenues received by the City from the Subject Project at the Subject Property during one of the five years in question exceeds $61,250, 2 the rebate of the twenty percent (20%) portion of the Sales Tax Revenues to the Developer would be capped at $12,250. C. Notwithstanding any other provision of this Agreement to the contrary, it is agreed and understood that the amount of the rebates of Sales Tax Revenues provided herein have been agreed to based upon the current share of sales taxes received by the City in the amount of 1.75%,being 1% from the State of Illinois and .75% of the City's home rule tax. It is further agreed and understood that in the event the City's share of sales taxes is reduced from the current amount of 1.75% during the five years following the Commencement Date that the subsequent rebate of Sales Tax Revenues from the City to the Developer shall be reduced proportionately. For the purposes of clarification and example, in the event the City's share of sales taxes currently in the amount of 1.75% is reduced by 10%, then the amount of the subsequent rebate of a portion of Sales Tax Revenues from the City to the Developer will also be reduced by 10%. In the event of any conflict between the provisions of this paragraph and any other provisions of this Agreement, the provisions of this paragraph shall supersede and control. D. The city shall pay to the Developer the annual installments of the rebates of Sales Tax Revenues provided for herein within one hundred and eighty (180) days of each of the first five (5) annual anniversaries of the Commencement Date and the City having determined the amount of sales and Sales Tax Revenues generated by the Subject Project at the Subject Property in the preceding year. In the event the State of Illinois fails to distribute documentation to the City providing for the sales and Sales Tax Revenues generated by the Subject Project at the Subject Property in sufficient time for the City to make the annual payments, then the City shall provide notice of such fact to the Developer. In such event, the City shall make the required Sales Tax Revenue rebate payment to the Developer within sixty (60) days after the date on which the City actually receives the supporting documentation for the applicable payment. E. At the time of each filing of an Illinois Department of Revenue form ST-1 or any successor reporting form with the Illinois Department of Revenue by Developer for the Subject Project at the Subject Property, the Developer shall cause a copy of such form to be filed with the Treasurer of the City or such other official as the City may designate. Within twenty (20) days after the Treasurer or other official receives an ST-1 Form, the Treasurer or other official shall calculate and certify to the City the amount of sales tax revenues due to the Developer in accordance with this Agreement. The City and its Treasurer and other officials shall keep strictly confidential all information in the ST-1 Form, except to the extent that disclosure is necessary to third parties for the proper administration of this Agreement, or is required by law or under this Agreement. 3 . • F. Developer and the City agree to cooperate and take all additional actions as may reasonably be necessary in order to obtain the necessary information and to insure the accurate collection of deposits of Sales Tax Revenues. The City agrees to take all actions necessary to provide for the systematic receipt of sales tax information for the Subject Project at the Subject Property from the Illinois Department of Revenue. To assist the City, Developer will supply or cause to be supplied to the City appropriate authorizations for the Illinois Department of Revenue to provide such information, including copies of filings with the Illinois Department of Revenue made by Developer. Developer shall, upon written request of the City, to provide a Power of Attorney in a form reasonably satisfactory to the Illinois Department of Revenue, authorizing the City to request and receive gross revenue and other information necessary to allow the City to compute the amount of Sales Tax Revenues. G. Notwithstanding any other provision of this Agreement to the contrary, it is agreed and understood that the City's obligation under this Agreement to rebate a portion of Sales Tax Revenues shall not be a general debt of the City on or a charge against its general credit or taxing powers, and shall constitute a special limited obligation payable solely and only out of the Sales Tax Revenues received by the City from the Subject Project at the Subject Property. The Developer shall have no right, and agrees that it shall not, compel any exercise of the taxing power of the City to pay the Sales Tax Revenues rebates, and no execution of any claim, demand, cause of action, or judgment shall be levied upon or collected from the general credit, general funds, or any other property of the City. The payments of a rebate of a portion of Sales Tax Revenues by the City to the Developer as provided for in this Agreement shall not constitute an indebtedness of the City or a loan or a liability of the City within the meaning of any constitutional or statutory provision. No interest shall be due, owing or paid by the City with respect to the rebate of any Sales Tax Revenues. 4. Contingency. Notwithstanding any other provision of this Agreement to the contrary, it shall be a condition precedent to the obligations of the City under this Agreement that the Developer signs a lease and commences operations of the Subject Project at the Subject Property on or before October 1, 2009, and that the Developer continues with the operations of the Subject Project at the Subject Property for a period of not less than five (5) years after so commencing operations at the Subject Property. In the event any of the foregoing contingencies are not satisfied, then the City, upon written notice to the Developer, may elect to terminate this Agreement, and whereupon this Agreement shall be null and void and of no further force and effect and without any further obligations of the City hereto and the Developer shall refund to the City any rebate of Sales Tax Revenues it has previously received from the City. 4 5. Miscellaneous. A. That this Agreement shall not be deemed or construed to create an employment, joint venture, partnership, or other agency relationship between the parties hereto. B. That all notices or other communications hereunder shall be made in writing and shall be deemed given if personally delivered or mailed by registered or certified mail, return receipt requested, to the parties at the following addresses, or at such other addressed for a party as shall be specified by like notice, and shall be deemed received on the date on which said hand delivered or the second business day following the date on which so mailed: TO THE CITY: TO THE DEVELOPER: City of Elgin RGH Enterprises, Inc. d/b/a 150 Dexter Court Edgepark Medical Supplies Elgin, IL 60120-5555 1810 Summit Commerce Park Attention: Raymond H. Moller Twinsburg, Ohio 44087 Attention: Kurt R. Packer Chief Financial Officer With a copy of any such notice to: City of Elgin 150 Dexter Court Elgin, IL 60120-5555 Attention: William A. Cogley Corporation Counsel C. That the failure by a party to enforce any provision of this Agreement against the other party shall not be deemed a waiver of the right to do so thereafter. D. That this Agreement may be modified or amended only in writing signed by both parties hereto, or their permitted successors or assigns, as the case maybe. E. That this Agreement contains the entire agreement and understanding of the parties hereto with respect to the subject matter as set forth herein, all prior agreements and understandings having been merged herein and extinguished hereby. F. That this Agreement is and shall be deemed and construed to be a joint and collective work product of the City and the Developer and, as such, this Agreement shall not be construed against the other party, as the otherwise purported drafter of same, by any court of competent 5 jurisdiction in order to resolve any inconsistency, ambiguity, vagueness or conflict, if any, in the tei His or provisions contained herein. G. That this Agreement is subject to and shall be governed by the laws of the State of Illinois. H. That this Agreement shall be binding on the parties hereto and their respective successors and permitted assigns. This Agreement and the obligations herein may not be assigned without the express written consent of each of the parties hereto, which consent may be withheld at the sole discretion of either the parties hereto. The City and Developer agree that, in the event of a default by the other party, the other party shall, prior to taking any such actions as may be available to it, provide written notice to the defaulting party stating that they are giving the defaulting party thirty (30) days within which to cure such default. If the default shall not be cured within the thirty (30) days period aforesaid, then the party giving such notice shall be permitted to avail itself of remedies to which it may be entitled under this Agreement. J. If either party fails or refuses to carry out any of the material covenants or obligations hereunder, the other party shall be entitled to pursue any and all available remedies as specified herein or otherwise available at law, equity or otherwise. Notwithstanding the foregoing or anything else to the contrary in this Agreement, with the sole exception of an action to recover the monies the City has agreed to pay pursuant to the preceding Section 3 hereof, no action shall be commenced by the Developer against the City for monetary damages. Venue for the resolution of any disputes or the enforcement of any rights pursuant to this Agreement shall be in the Circuit Court of Kane County, Illinois. In the event any action is brought by the City against the Developer or its permitted assigns with respect to this Agreement and the City is the prevailing party in such action, the City shall also be entitled to recover from the Developer reasonable interest and reasonable attorney's fees. K. Time is of the essence of this Agreement. L. This Agreement shall be construed, and the rights and obligations of the City and the Developer hereunder shall be determined in accordance with the laws of the State of Illinois without reference to its conflict of laws rules. M. No past, present or future elected or appointed official, officer, employee, attorney, agent or independent contractor of the City shall be charged personally or held contractually liable under any term or provision of this Agreement including, but not limited to, because of their negotiation, approval, execution or attempted execution of this Agreement. 6 N. Notwithstanding any other provisions of this Agreement, it is expressly agreed and understood by the Developer and the City that in connection with the perfoimance of this Agreement, including, but not limited to, providing for improvements to the Subject Property, that Developer shall comply with all applicable federal, state, city and other requirements of law. Developer shall also at its expense secure all permits and licenses, pay all charges and fees and give notices necessary and incident to the due and lawful prosecution of the work necessary to provide for the improvements to the Subject Property. Without limiting the foregoing, and notwithstanding anything to the contrary in this Agreement, Developer and its contractors and subcontractors shall comply with the Prevailing Wage Act in all respects relating to the improvements to the Subject Property. 0. To the fullest extent permitted by law, Developer agrees to and shall indemnify, defend and hold harmless, the City, its officials, officers, employees, attorneys, agents, boards and commissions from and against any and all claims, suits, judgments, costs, attorney's fees, damages or other relief, including but not limited to workers' compensation claims, in any way resulting from or arising out of or alleged to be resulting from or arising out of negligent actions or omissions of the Developer in connection herewith, including negligence or omissions of employees, agents or subcontractors of the Developer arising out of the perfoimance of this Agreement, or in any way resulting from or arising out of or alleged to be resulting from or arising out of any violation and/or breach of the terms or provisions of this Agreement by the Developer, including any violation and/or breach by employees, agents or subcontractors of the Developer. In the event of any action against the City, its officials, officers, employees, agents, attorneys, boards or commissions covered by the foregoing duty to indemnify, defend and hold harmless such action shall be defended by legal counsel of the City's choosing the costs of which shall be paid by the Developer. The provisions of this paragraph shall survive any termination, completion and/or expiration of this Agreement. P. To the fullest extent permitted by law, Developer agrees to and shall indemnify, defend and hold harmless the City, its officials, officers, employees, attorneys, agents, boards and commissions, from and against any and all third party claims, suits, judgments, costs, attorneys' fees, expert witness fees and expenses, damages or other relief, in any resulting from or arising out of or alleged to be resulting from or arising out of the existence of this Agreement, the provisions of this Agreement, the performance of this Agreement, and/or any other actions to the parties hereto provided for or arising from this Agreement. In the event of any action against the City, its officials, officers, employees, agents, attorneys, boards or commissions, covered by the foregoing duty to indemnify, and defend and hold harmless, such action shall be defended by legal counsel of the City's choosing and the costs of which will be paid for by the 7 . • Developer. Additionally, in the event of such third party action the Developer to the extent permitted by law shall upon the request of the City attempt to intervene in such proceedings and join the City in the defense thereof. Q. Developer agrees to and shall provide to the City written reports on the status of the Subject Project. Such written reports shall be provided to the City quarterly, upon Developer commencing operations of the Subject Project at the Subject Property, in the event Developer discontinues operations of the Subject Project at the Subject Property or upon request of the City. Such written reports shall contain a status report on construction activities and such other information as may be requested by the City. R. Developer on behalf of itself and its respective successors, assigns and grantees of the Subject Property hereby acknowledges the propriety, necessity and legality of all of the terms and provisions of this Agreement and does hereby further agree and does waive any and all rights to any and all legal or other challenges or defenses to any of the terms and provisions of this Agreement and hereby agrees and covenants on behalf of itself and its successors, assigns and grantees of the Subject Property, not to sue the City or maintain any legal action or other defenses against the City with respect to any challenges of the terms and provisions of this Agreement. The provisions of this paragraph shall survive any termination, completion and/or expiration of this Agreement. IN WITNESS WHEREOF, the City and Developer have executed this Agreement on the date first set forth above. CITY OF ELGIN, RGH ENTERPRISES, INC., d/b/a EDGEPARK an Illinois municipal corporation MEDICAL SUPPLIES BY: _ 411.11;--E7111111rck, Mayor Its Chief Financial Officer Attest: Diane Robertson, City C rk F:\Legal Dept\Agreement\Economic Incentive-RGH Enterprises-Edgepark Mcdical.doc 8 • '4 :i February 26, 2009 •• . TO: Mayor and Members of the City Council 7T. FROM: Olufemi Folarin, City Manager Raymond H. Moller, Director of Economic Development and Business Services SUBJECT: Development Agreement with RGH Enterprises Inc. PURPOSE The purpose of this memorandum is to provide the Mayor and members of the City Council with information to consider a sales tax sharing agreement with RGH Enterprises, Inc. related to the location of a medical supplies distribution facility within the City of Elgin. RECOMMENDATION It is recommended that the City Council authorize a local sales tax sharing development agreement with RGH Enterprises Inc. for a five year period in an amount not to exceed $61,250. BACKGROUND The development by RGH Enterprises in Elgin will include the lease of a 57,500 square foot facility at 1350 Madeline Drive. The facility will be developed into a medical supply distribution center which will employ 30 people and service customers primarily in the central region of the United States. A portion of the sales out of the facility would be subject to state and local sales taxes. It is estimated the annual local sales tax would be $61,250. Over a five year period, the City would receive a total of $306,250 in local sales tax receipts. Staff is recommending that the City share 20% of the local sales tax on an annual basis for a period not to exceed five years. If the local sales tax generated exceeds $61,250 in any given year, the sharing of such revenues would be capped at$12,250. If the local sales tax generated falls below $61,250, the shared amount would be 20%of the lesser amount. COMMUNITY GROUPS/INTERESTED PERSONS CONTACTED None RGH Enterprises Inc. Development Agreement February 26, 2009 Page 2 FINANCIAL IMPACT The cost of the proposed assistance for RGH Enterprises is $61,250. Sufficient funds are budgeted ($863,020) and available ($392,565) in the Riverboat Lease Fund 276-0000-791.80-27, "Economic Development Incentives" project# 17711V to enter into this agreement. LEGAL IMPACT A development agreement will be drafted. ALTERNATIVES 1. The City Council may choose to enter into a Development Agreement with RGH Enterprises in the amount of$61,250. 2. The City Council may choose not to enter into a Development Agreement with RGH Enterprises in the amount of$61,250. Respectfully submitted for Council consideration. RM Attachment [2:Tedgepark") What you need,when you need it Iviedlc3i Supplies • 1810 Summit Commerce Park Since 1928 Twinsburg,Ohio 44087 phone 330-963-6998 fax 330-963-6339 February 18,2009 Mr.Raymond H.Moller City of Elgin Director of Economic Development 150 Dexter Court Elgin,IL 60120-5570 Re: RGH Enterprises,Inc.(dba, Edgepark Medical Supplies) Sales Tax Rebate Dear Mr.Moiler: Please accept this letter on behalf of RGH Enterprises, Inc. ("RGH")as formal acceptance of the sales tax rebate program offered in your February'16,2009 phone conversation with Scott Thaler. We are very appreciative of the City's support of our project Under the terms of the rebate program,RGH will receive a 20%rebate.of sales taxes paid for 5 years,with a maximum annual rebate of$12,250 (total possible benefit of$61,250). Without this local assistance, we would have pursued expansion options at our current Ohio location. However, due to the financial support offered by the State of Illinois and the City of Elgin, we will begin moving forward with our expansion plans In the City of Elgin. We are currently in negotiations to secure an acceptable lease agreement for the property located at 1360 Madeline Drive, Elgin, IL. Please understand that we reserve the right,at our sole discretion,to cancel our plans to locate a distribution facility in the City of Elgin. We understand that if we do not locate our facility within the City of Elgin,we will not qualify for the sales tax rebate program you have offered. Our expansion into the City of Elgin will Include the lease of approximately 57,500 square foot facility located at 1360 Madeline Drive, Elgin, IL. The facility will be developed into a medical supply distribution center, which will employ 30 individuals and service our customers primarily in central region the United States. We request that any press release, public announcement or release of information to the public by the City of Elgin concerning this Agreement, the tax credit under this Agreement or RGH's plans to locate a distribution facility in the City of Elgin must be approved in advance in writing by RGH. If you have any questions or need additional information, please call me at(330)963-6998, extension. 3845 or e-mail me at kurtp@rghentoorn. Sincerely, 411. ji1 ,411 Kurt R. Packer Chief Financial Officer chinp '• • OF F .4 _ E i Memorandum City of Elgin -4 in D 10' ' Date: May 1, 2009 To: Ray Moller, Economic Development and Business Services Coordinator From: Jennifer Quinton, Deputy City Clerk Subject: Resolution No. 09-99, Adopted at the April 29, 2009, Council Meeting Enclosed you will find the agreement listed below. Please distribute to the appropriate parties and if needed, retain a copy for your records. If you have any questions please feel free to contact our office 847-931-5660 and we will do our best to assist you. Thank you. • Development Agreement with RGH Enterprises, Inc. Regarding Location of a Medical Supplies Distribution Facility in the City of Elgin