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HomeMy WebLinkAbout25-28 Resolution No. 25-28 RESOLUTION AUTHORIZING EXECUTION OF A SECOND AMENDMENT AGREEMENT WITH COURTYARD 40, LLC FOR THE REDEVELOPMENT OF 40 DUPAGE COURT, ELGIN, ILLINOIS 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 a Second Amendment Agreement on behalf of the City of Elgin with Courtyard 40, LLC, for the redevelopment of 40 DuPage Court, Elgin, Illinois, a copy of which is attached hereto and made a part hereof by reference. s/David J. Kaptain David J. Kaptain, Mayor Presented: February 26, 2025 Adopted: February 26, 2025 Omnibus Vote: Yeas: 9 Nays: 0 Attest: s/Kimberly Dewis Kimberly Dewis, City Clerk SECOND AMENDMENT AGREEMENT THIS SECOND AMENDMENT AGREEMENT ("Second Amendment Agreement") is made and entered into as of the 26 day of February , 2025, by and between the City of Elgin, an Illinois municipal corporation (hereinafter referred to as the "City"), and Courtyard 40, LLC, an Illinois limited liability company (hereinafter referred to as"Developer"). WHEREAS, the City and Legend Partners, LLC have previously entered into a Redevelopment Agreement dated July 14, 2021, relating to the redevelopment of the five-story, mixed-use building on the property commonly known as 40 DuPage Court, Elgin, Illinois (hereinafter referred to as the"Original Redevelopment Agreement"); and WHEREAS, Legend Partners, LLC invoked Section 19.B of the Original Redevelopment Agreement and transferred the Subject Property by Special Warranty Deed to a single-purpose entity owned and controlled by the Legend Partners, LLC called Courtyard 40, LLC on April 21, 2023; and WHEREAS,the Developer received a building permit from the City on May 3, 2023; and WHEREAS, unexpected structural findings during interior demolition work caused significant delays to the construction schedule;and WHEREAS, the City and the Developer executed an amendment to the Original Redevelopment Agreement on December 20,2023,which primarily provided additional monetary development assistance to the Developer for said unexpected structural findings, but also delayed the delivery of that assistance until substantial completion of the project(hereinafter referred to as the"First Amendment Agreement"); and WHEREAS, Developer has completed approximately seventy-five percent (75%) of the Subject Redevelopment on the Subject Property, with work having moved to the interior upfit of each apartment; and WHEREAS,delays to the construction schedule have required the Developer's lenders to allocate more of their loans to interest than originally estimated and said lenders have reached their lending capacity; and WHEREAS, the parties wish to enter into this Second Amendment Agreement to remove certain delays to the delivery of a portion of the additional monetary assistance provided by the First Amendment Agreement. NOW,THEREFORE,for and in consideration of the mutual undertakings set forth herein, and the mutual undertakings set forth in the Original Redevelopment Agreement and the First Amendment Agreement,and other good and valuable consideration,the receipt and sufficiency of which are hereby acknowledged,the parties hereto agree as follows: 1. That the foregoing recitals are hereby incorporated into this Amendment Agreement. 2. That the Original Redevelopment Agreement,as amended by the First Amendment Agreement, be and is hereby further amended as follows: A. That Section 4.C. of the Original Redevelopment Agreement, as previously amended in its entirety by Section 2.D of the First Amendment Agreement, be and is hereby replaced in its entirety with the following table: Payment Description of Payment Eligibility Amount of Subject Monetary No. I)cvelopment Assistance to be paid to Developer 1 Developer has provided to the City Seven Hundred Eighty Six evidence that twenty-five percent(25%) Thousand, Six Hundred and of the Subject Redevelopment has been Eighty One and 00/100 Dollars completed as certified to the City by the ($786,681.00), to be deposited Developer's project architect and by into the Developer's such third-party architect as the City construction escrow at the title may, in its discretion, elect to retain to insurance company being used oversee the completion of the work. by Developer for making construction payouts for the work being performed on the Subject Redevelopment of the Subject Property. Developer has provided to the City Seven Hundred Eighty Six evidence that fifty percent (50%) of the Thousand, Six Hundred and Subject Redevelopment has been Eighty One and 00/100 Dollars completed as certified to the City by the ($786,681.00), to be deposited Developer's project architect and by into the Developer's such third-party architect as the City construction escrow at the title may, in its discretion, elect to retain to insurance company being used oversee the completion of the work. by Developer for making construction payouts for the work being performed on the Subject Redevelopment of the Subject Property. 3 Developer has provided to the City Seven Hundred Eighty Six evidence that seventy-five percent Thousand, Six Hundred and (75%) of the Subject Redevelopment Eighty One and 00/100 Dollars has been completed as certified to the ($786,681.00), to be deposited City by the Developer's project architect into the Developer's and by such third-party architect as the construction escrow at the title City may, in its discretion,elect to retain insurance company being used to oversee the completion of the work. by Developer for making construction payouts for the -2- work being performed on the Subject Redevelopment of the Subject Property. 4 Following Execution of the Second Two Million, One Hundred Amendment Agreement to this Twenty Eight Thousand, Eight Redevelopment Agreement and the Hundred and Eighty Two and Developer providing to the City 00/100 Dollars ($2,128,882.00), evidence that Three Hundred Forty Four to be deposited into the Thousand,Two Hundred Six and 00/100 Developer's construction escrow Dollars ($344,206.00) of Contingency at the title insurance company Fund work was reasonably necessary being used by the Developer for and has been completed as certified to making construction payouts for the City by the Developer's project the work being performed on the architect and by such third-party Subject Redevelopment on the architect as the City may, in its Subject Property. discretion, elect to retain to oversee the completion of the work. 5 When the work required to complete the The unpaid balance of the Subject Redevelopment is substantially Subject Monetary Development completed, as defined in Section 3(E) Assistance of this Amendment hereof, as certified to the City by the Agreement;provided that(1)the Developer's project architect and by City reserves the right to delay such third-party architect as the City this disbursement of said unpaid may, in its discretion, elect to retain to balance until after January 1, oversee the completion of the work. 2025 at its complete discretion, and (2) the City may hold back an amount estimated to be the reasonable cost to complete all punchlist items, if any. B. That Section 4.D. of the Original Redevelopment Agreement, as previously amended in its entirety by Section 2.E. of the First Amendment Agreement, be and is hereby replaced in its entirety with the following: Developer may also request the City to disburse portions of the Contingency Fund for eligible expenses in conjunction with the five Payment Eligibility Dates for the Subject Monetary Development Assistance in the proceeding subsection C, provided Developer has provided to the City evidence that the Contingency Fund work was reasonably necessary and has been completed as certified to the City by the Developer's project architect and by such third-party architect as the City may, in its discretion, elect to retain to oversee the completion of the work ("Eligible Contingency Funds"). Such payments of Eligible Contingency Funds shall be in installments coinciding generally with the five installments of the Subject Monetary Development Assistance in the proceeding subsection C and shall be in the amount of One Hundred Ninety Five Thousand, Two Hundred Ninety Five and 00/100 Dollars ($195,295.00) of the then Eligible Contingency Funds for each the first three installments, in the amount of Three - 3 - Hundred Forty Four Thousand, Two Hundred Six and 00/100 Dollars ($344,206.00) following the execution of this Second Amendment Agreement, and in the amount of the unpaid balance of the Eligible Contingency Funds for the final installment, provided that (1) the City reserves the right to delay the disbursement of said unpaid balance until after January 1, 2025 at its complete discretion and (2) the City may hold back an amount estimated to be the reasonable cost to complete all punchlist items, if any. 3. That in the event of any conflict with the terms of this Second Amendment Agreement and the terms of the First Amendment Agreement and the Original Redevelopment Agreement, the terms of this Second Amendment Agreement shall supersede and control. 4. That except as specifically and expressly amended in this Second Amendment Agreement, the terms of the First Amendment Agreement and the Original Redevelopment Agreement,as previously amended, shall remain in full force and effect. IN WITNESS WHEREOF, the parties hereto have entered into and executed this Amendment Agreement as of the date and year first written above. CITY OF EL N,a mu icipal corporation, By: G,?f - May At cst' ( crk COURTYARD 40, LLC, an Illinois limited ' ility company By: Printed Name: PAN Giztuy Title: 11/1iANA4612- MEm n, Legal DeptAgreement\Redevelopment Agr-Courtyard 40-40 DuPage Ct-2nd Amend-Clean-2-13-25 docx -4 -