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HomeMy WebLinkAbout20-30 Resolution No. 20-30 RESOLUTION AUTHORIZING EXECUTION OF AN ECONOMIC INCENTIVE AGREEMENT WITH LONE OAK-ELGIN, LLC (2601 Mason Road) • BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF ELGIN, ILLINOIS, that David J. Kaptain, Mayor, and Kimberly A. Dewis, City Clerk, be and are hereby authorized and directed to execute an Economic Incentive Agreement on behalf of the City of Elgin with Lone Oak-Elgin, LLC, for economic development assistance in connection with the development of 2601 Mason Road, a copy of which is attached hereto and made a part hereof by reference. s/ David J. Kaptain David J. Kaptain, Mayor Presented: March 4, 2020 Adopted: March 4, 2020 Vote: Yeas: 8 Nays: 0 Abstain: 1 Attest: s/Kimberly Dewis Kimberly Dewis, City Clerk ECONOMIC DEVELOPMENT INCENTIVE AGREEMENT This Economic Incentive Agreement(the "Agreement") is made and entered into as of this 4th day of March 2020, by and between the City of Elgin, an Illinois municipal corporation (here- inafter referred to as the "City"), and Lone Oak-Elgin, L.L.C., a Delaware limited liability com- pany ("Lone Oak"). WHEREAS,Lone Oak is a Delaware limited liability company, affiliated with Great Lakes Coca-Cola Distribution, L.L.C., d/b/a Great Lakes Coca-Cola Bottling ("Great Lakes"); and WHEREAS, Great Lakes and Lone Oak have selected a vacant, 38-acre parcel at 2601 Mason Road (the"Subject Property") for a new, $20 million, 239,000-square-foot, state-of-the-art warehouse and distribution facility that is expected to employ approximately 240 full-time posi- tions, such development being more particularly described in Lone Oak's zoning petition for the development under Petition No. 05-20 (hereinafter referred to as the "Subject Project"); and WHEREAS,to induce Great Lakes and Lone Oak into proceeding with the Subject Project, the City will provide "fast-track" permitting and waive City building permit, zoning, and utility installation fees associated with the construction of the Subject Project as hereinafter described in this Agreement; and WHEREAS, Great Lakes and Lone Oak will not proceed with the Subject Project in Elgin without certain economic development assistance from the City; and WHEREAS, section 8-11-20 of the Illinois Municipal Code (65 1LCS 5/8-1 1-20) author- izes 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 WHEREAS, the City is a home rule unit of government authorized to exercise any power and perform any function, including without limitation the provision of incentives for economic development, relating to its government and affairs; and WHEREAS, economic incentive agreements including the incentives and other provisions set forth 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 areas; and WHEREAS, without this Agreement, the Subject Project would not be possible; and WHEREAS, Great Lakes and Lone Oak meet high standards of credit worthiness and fi- nancial strength; and WHEREAS, the Subject Project will strengthen the commercial and industrial sectors 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. Subject Project. Lone Oak,at its cost, shall develop the Subject Property with the Subject Project. The development of the Subject Project shall substantially conform in all material respects with all applicable legal requirements, including, but not limited to, all city ordinances and codes, the terms of this Agreement, or as otherwise directed by the City as is necessary to comply with ordinances, 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 responsibility of and shall be paid for by Lone Oak. Provided prompt approval of the Subject Project by the City, Lone Oak shall commence construction of the Subject Project no later than within one hundred and twenty (120) days of the entry into this Agreement, and shall use commercially reasonable efforts to complete the Subject Project no later than eighteen (18) months after the entry into this Agree- ment, subject to delays beyond Lone Oak's reasonable control. The Subject Project shall be deemed completed when Lone Oak has completed the construction and installation of all improve- ments relating to the Subject Project and has obtained an occupancy permit for the Subject Project. 3. Economic Incentives. In consideration for Lone Oak's undertaking and completion of the Subject Project, the City agrees to provide economic Incentives to Lone Oak to be used by Lone Oak solely for the Subject Project. Such economic incentives shall consist of and be distributed to Lone Oak as follows: "Fast-Track"Permitting Process and Waiver of Certain Development and Building Permit Fees The City will conduct a "fast-track" permitting process for Lone Oak and waive building permit, zoning and utility installation fees otherwise due and payable to the City in con- nection with the construction of the Subject Project on the Subject Property. The building permit, zoning and utility installation fees the City is agreeing to waive pursuant to this Agreement in connection with the Subject Project on the Subject Property are listed in Exhibit A attached hereto. Is it acknowledged and agreed that the estimated amounts for such fees listed in Exhibit A attached hereto are current estimates and that the final amounts for the various fees listed in Exhibit A will be determined and calculated by the City at the time of building permit application by Lone Oak. Notwithstanding anything else to the contrary in this Agreement, with the sole exception of the building permit,zoning and util- ity installation fees listed in Exhibit A attached hereto, Lone Oak shall pay all other appli- cable fees and costs due to the City or third parties in connection with the Subject Project, 2 including, but not limited to, impact fees required under the Elgin Municipal Code, 1976, as amended, engineering review fees, stormwater management review fees, zoning depos- its, all fees required under applicable annexation agreements and recapture agreements, impact fees from other jurisdictions, any other governmental agency fees other than those of the City, any third-party City or county engineering review fees, and any utility fees. The building permit, zoning and utility installation fee waivers and "fast-track" permitting process contemplated in this section shall not be extended to any future expansions or ad- ditions on the Subject Property beyond the current Subject Project. 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, 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 of such personal delivery or the second business day following the date of such mailing: TO THE CITY: TO LONE OAK: Richard G. Kozal Lone Oak-Elgin, L.L.C. City Manager 6250 N. River Road City of Elgin Suite 9000 150 Dexter Court Rosemont, IL 60018 Elgin, IL 60120-5555 Attn: General Counsel WITH A COPY TO: William A. Cogley Corporation Counsel City of Elgin 150 Dexter Court Elgin, IL 60120-5555 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 parties hereto with respect to the subject matter as set forth herein,all prior agreements and understandings having been merged herein and extinguished hereby. 3 F. That this Agreement is and shall be deemed and construed to be a joint and collective work product of the City and Lone Oak 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 jurisdiction in order to resolve any inconsistency, ambiguity, vagueness or conflict, 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 succes- sors 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. I. The City and Lone Oak 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 any- thing else to the contrary in this Agreement, with the sole exception of an action to recover the fees the City has agreed to waive pursuant to the preceding paragraph 3 of this Agreement, no action shall be commenced by Lone Oak 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. Notwithstanding anything to the contrary stated herein or otherwise, Lone Oak's aggregate liability under this Agreement and in connection with its re- ceipt of the economic incentive described herein shall be expressly limited to the value of the building permit, zoning and utility installation fee waivers received by Lone Oak from the City in connection with this Agreement and such economic incentive. K. Time is of the essence of this Agreement. L. This Agreement shall be construed, and the rights and obligations of the City and Lone Oak 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 ne- gotiation, approval, execution or attempted execution of this Agreement. 4 N. Notwithstanding any other provisions of this Agreement, it is expressly agreed and un- derstood by Lone Oak and the City that in connection with the performance of this Agreement, that Lone Oak shall comply with all applicable federal, state, city and other requirements of law including, but not limited to, any applicable requirements regarding prevailing wages, minimum wage, workplace safety and legal status of employees. O. Lone Oak, 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 Agree- ment 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 Project, 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, other than with respect to any failure of the City to perform its obligations under this Agreement. The provisions of this section shall sur- vive any termination, completion and/or expiration of this Agreement. P. This Agreement may be executed in counterparts, each of which shall be an original and all of which shall constitute one and the same once duly executed and delivered to the other party. For the purposes of executing this Agreement, any signed copy of this Agreement transmitted by email or facsimile shall be treated in all manners and respects as an original document. The signa- ture of any party on a copy of this Agreement transmitted by email or facsimile shall be considered for these purposes as an original signature and shall have the same legal effect as an original sig- nature. Any such emailed or faxed copy of this Agreement shall be considered to have the same binding legal effect as an original document. At the request of either party, any email or facsimile copy of this Agreement shall be re-executed by the parties in an original form. No party to this Agreement shall raise the use of e-mail or facsimile as a defense to this Agreement and shall for- ever waive such defense. Q. If any provision or part thereof of this Agreement or the application of any such provi- sion or part thereof to any party, person or circumstance shall be held invalid, illegal or unenforce- able in any respect by a court of competent jurisdiction, then such invalidity, illegality or unen- forceability shall not affect any other provision or part thereof. R. This Agreement is conditioned upon Lone Oak becoming the fee owner of the Subject Property within one hundred and eighty (180) days of the entry into this Agreement, and in the event Lone Oak does not become such fee owner, then this Agreement shall terminate and be of no further force or effect. In the event that Lone Oak does not become the fee owner of the Subject Property within one hundred and eighty (180) days of the entry into this Agreement, Lone Oak shall provide the City with written notice thereof after which this Agreement shall terminate and be of no further force or effect. 5 IN WITNESS WHEREOF, the City and Lone Oak have executed this Agreement on the date and year first written above. CITY OF ELGIN: Lone Oak-Elgin, L.L.C. i By: 4, , ./�- By: David J. Kaptain, ► ayor Michael J.Manfred Treasurer Attest: Kimberly Dewis ity Clerk F.\Legal Dept\Agreement\Reyes-Lone Oak Elgin-Economic Incentive Agr-2-21-20.docx 6 EXHIBIT A Listing of Building Permit, Zoning and Utility Installation Fees to be Waived by the City in Con- nection with the Construction of Lone Oak's Subject Project at 2601 Mason Road Lot 1 Industrial 239,290 • Fee Category Estimated Amount Building Permit $119,645 Plan Review $29,911 Electrical $17,230 Plumbing $1,310 HVAC $17,590 Occupancy $200 Sprinkler& Fire Alarm $2,200 Misc Systems $1,500 Engineering $1,500 Water Meter $5,082 Water Tap $15,907 Annexation Agreement Review $1,200 Total $213,275.00 7