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HomeMy WebLinkAbout12-1108 Amtec Precision Products II OS ECONOMIC INCENTIVE AGREEMENT This Economic Incentive Agreement (the "Agreement") is made and entered into as of this 8th day of November 2012, by and between the City of Elgin, an Illinois municipal corporation (hereinafter referred to as the "City"), and Amtec Precision Products, Inc., a Delaware corporation ("Amtec"). WHEREAS, Amtec is a leading manufacturer and assembler of precision metals and molded plastics in the United States, serving mid-sized to Fortune 500 companies; and WHEREAS, Amtec was founded in Elgin in 1954 and continues to remain Elgin- based as a subsidiary of Ucal Fuel Systems, Ltd.; and WHEREAS, Amtec's precision machining services include offering precision ma- chined components, in-house engineering and manufacturing by using various grades of steel, stainless steel, aluminum, and exotic alloys such as tungsten; and WHEREAS, Amtec offers secondary services to its precision machining, including heat treating and other surface treatments, cleaning, packaging, mechanical and electro- mechanical assembly plus a range of testing and inspection services; and WHEREAS, Amtec also offers injection molded plastics services such as prototyp- ing and production, pad and hot stamping, structural services including ultra-sonic welding and insertion, post production services such as component assembly and packaging and clean room facilities; and WHEREAS Amtec also provides product assembly services, including mechanical, electro-mechanical, and electronic assembly; and WHEREAS, Amtec is seeking to expand its Elgin operations in an existing building at 1355 Holmes Road (Elgin Facility) by relocating 30 jobs from Amtec's Rockford, Illinois facility and maintaining those 30 relocated jobs at the Elgin Facility for a period of not less than one year from the date of occupancy of the Elgin Facility ("Subject Project"); and WHEREAS, to induce Amtec into proceeding with the Subject Project, the City will waive: (1) the building permit fees associated with the construction of the Elgin Facility, (2) the certificate of occupancy fee for the Elgin Facility, and (3) the 2012 and 2013 fees for the general business license for the Elgin Facility; and WHEREAS, Amtec would not have been inclined to proceed with the Subject Pro- ject in Elgin without certain economic development assistance from the City; and WHEREAS, section 8-11-20 of the Illinois Municipal Code (65 ILCS 5/8-11-20) au- thorizes municipalities including the City to enter into economic incentive agreements relat- ing to the development or redevelopment of lands within the corporate limits of a munici- pality; and WHEREAS, the City is a home rule unit authorized to exercise any power and per- form 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 Project is expected to create job opportunities within the City; and WHEREAS, the Subject Project will serve to further the development of adjacent ar- eas; and WHEREAS, Amtec meets high standards of credit worthiness and financial strength; and WHEREAS, the Subject Project will strengthen the commercial and industrial 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 undertak- ings contained herein, and other good and valuable consideration, the receipt and suffi- ciency 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. Subject Project. Amtec, at its cost, shall develop the Subject Project. The devel- opment of the Subject Project shall conform in all respects with all applicable legal re- quirements, including, but not limited to, city ordinances and codes, the terms of this Agreement, or as otherwise directed by the City as is necessary to comply with ordinanc- es, building codes or other requirements of law. Except as otherwise provided in this Agreement, all costs and expenses relating to the Subject Project shall be the responsibil- ity of and shall be paid for by Amtec. 2 3. Economic Incentives. In consideration for Amtec's undertaking of the Subject Project, the City agrees to provide economic incentives to Amtec to be used by Amtec solely and only for the Subject Project. Such economic incentives shall consist of and be provided to Amtec as follows: "Fast-Track" Permitting Process and Waiver of Certain Designated City Fees for the Subject Project. The City agrees to conduct a "fast-track" permitting process for the Subject Project and agrees to waive and not require Amtec to pay any building permit fees that would otherwise be due and payable to the City in connection with the establishment of the Subject Project. The City also agrees to waive and not re- quire Amtec to pay the one-time certificate of occupancy fee required for the Sub- ject Project. Finally, the City agrees to waive and not require Amtec to pay the gen- eral business license fee for the years 2012 and 2013 for the Elgin Facility. The pro- visions of this section are intended and shall be construed to apply only to those City fees expressly identified in this paragraph. Any and all impact fees or other fees that may be due and owing to the City and/or any other governmental entity other than the City shall be paid by Amtec. The City's reimbursement of any building permit fees, the certificate of occupancy fee or general business license fee for 2012 that may have been paid by Amtec for the Subject Project shall be paid to Amtec within thirty (30) days of Amtec obtaining a certificate of occupancy from the City for the Elgin Facility and upon the City confirming the creation of thirty new jobs at the Elgin Facility. 4. 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, re- turn receipt requested, to the parties at the following addresses, or at such other ad- dressed 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 AMTEC: City of Elgin Mr. Ken Formanski 150 Dexter Court Vice-President Elgin, IL 60120-5555 1875 Holmes Road Attention: Richard G. Kozal Elgin, IL 60123-1298 Assistant City Manager 3 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 may be. E. That this Agreement contains the entire agreement and understanding of the par- ties 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 col- lective work product of the City and Amtec and, as such, this Agreement shall not be con- strued against the other party, as the otherwise purported drafter of same, by any court of competent jurisdiction in order to resolve any inconsistency, ambiguity, vagueness or con- flict, if any, in the terms 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 may record a Memorandum of Agreement placing of record the terms and provisions of this Agreement. I. The City and Amtec 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 rem- edies 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 obliga- tions 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 4 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 para- graph 3 of this Agreement, no action shall be commenced by Amtec 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 Amtec or its permitted assigns with re- spect to this Agreement and the City is the prevailing party in such action, the City shall also be entitled to recover from Amtec reasonable interest and reasonable attorney's fees. Notwithstanding anything to the contrary stated herein or otherwise, AMTEC'S AGGRE- GATE LIABILITY UNDER THIS AGREEMENT AND IN CONNECTION WITH ITS RECEIPT OF THE ECONOMIC INCENTIVE DESCRIBED HEREIN SHALL BE EXPRESSLY LIMITED TO THE AMOUNTS RECEIVED BY AMTEC FROM THE CITY IN CONNECTION WITH THIS AGREEMENT AND SUCH ECONOMIC INCENTIVE. Amtec shall have no other liabil- ity whatsoever, whether based on breach of contract, negligence, strict liability or any oth- er claim and under no circumstances shall Amtec be liable for lost profits or revenues, special incidental, indirect, consequential or exemplary damages incurred by the City or any third party. K. Time is of the essence of this Agreement. L. This Agreement shall be construed, and the rights and obligations of the City and Amtec 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, attor- ney, agent or independent contractor of the City shall be charged personally or held con- tractually 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 Agree- ment. N. Notwithstanding any other provisions of this Agreement, it is expressly agreed and understood by Amtec and the City that in connection with the performance of this Agreement, that Amtec shall comply with all applicable federal, state, city and other re- quirements of law including, but not limited to, any applicable requirements regarding pre- vailing wages, minimum wage, workplace safety and legal status of employees. Without limiting the foregoing, Amtec hereby certifies, represents and warrants to the City that all of Amtec's employees and/or agents who will be employed for the Subject Project shall be legal residents of the United States. Without limiting the foregoing, and notwithstanding anything to the contrary in this Agreement, Amtec and its contractors and subcontractors shall comply with the Prevailing Wage Act in all respects relating to the Subject Project. The City shall have the right to audit any records in the possession or control of Amtec to determine Amtec's compliance with the provisions of this section. In the event the City proceeds with such an audit, Amtec shall make available to the City Amtec's relevant rec- ords at no cost to the City. Amtec shall also pay any and all costs associated with any 5 such audit. If so desired by Amtec, the audit shall, to the extent permitted by law, be sub- ject to reasonable confidentiality restrictions set forth in a confidentiality agreement agreed to by the parties. The provisions of this section shall survive any termination, completion and/or expiration of this Agreement. O. Amtec, on behalf of itself and its respective successors, assigns and grantees 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, as- signs 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 provi- sions of this Agreement. The provisions of this section shall survive any termination, com- pletion and/or expiration of this Agreement. IN WITNESS WHEREOF, the City and Amtec have executed this Agreement on the date and year first written above. CITY OF ELGIN AMTEC PRECISION PRODUCTS, INC. By: By: / ��.� rr----C,j • Sean R. Stegall City Manager � Its: — 6