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HomeMy WebLinkAbout92-1202 Center City RESOLUTION AUTHORIZING EXECUTION OF A FIRST AMENDMENT TO DEVELOPMENT AGREEMENT ( 156-158 Division Street) BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF ELGIN, ILLINOIS, that Larry L. Rice, City Manager, be and is hereby authorized and . directed to execute a First Amendment to Development Agreement on behalf of the City of Elgin with Center City Place Limited Partnership for the Douglas Hotel property, a copy of which is attached hereto and made a part hereof by reference . s/ George VanDeVoorde George VanDeVoorde, Mayor Presented: December 2 , 1992 Adopted: December 2 , 1992 Vote: Yeas 7 Nays 0 Recorded: Attest: s/ Dolonna Mecum Dolonna Mecum, City Clerk 14694/001 11/3/92 FIRST AMENDMENT TO DEVELOPMENT AGREEMENT THIS FIRST AMENDMENT TO DEVELOPMENT AGREEMENT ("Amendment") is made and entered into as of , c, _, 1992, by and between the City of Elgin, a municipal corporation (the "City") and Center City Place Limited Partnership, an Illinois limited partnership. RECITALS A. Center City Joint Venture ("Assignor") entered into that certain Development Agreement (the "Development Agreement") dated as of July 18, 1992, by and between Assignor and the City of Elgin, for the rehabilitation and development of the improvements located on the real estate commonly known as 156-158 Division Street, Elgin, Illinois (the "Property"). B. Assignor has formed a limited partnership known as Center City Place Limited Partnership ("Assignee") and has assigned all of its rights, duties, obligations and liabilities, as Developer under the Development Agreement, to Assignee. C. Assignee and the City desire to amend the terms of the Development Agreement as more specifically stated herein. NOW, THEREFORE, in consideration of the recitals set forth above, which are made a part of this Amendment, the mutual covenants hereinafter contained and other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the parties hereto agree as follows: 1. The date set forth in Section 6.08 for completion of the Project is hereby amended from July 31, 1993, to November 1, 1993. 2. The terms of the Development Agreement Rider attached hereto are hereby incorporated in, and made apart of, the Development Agreement. 3. References in Exhibit B to the Development Agreement to "Chicago Equity Fund" are hereby revised to "Chicago Equity Fund 1992 Partnership", one of the entities which constitutes Chicago Equity Fund. 4. This Amendment shall be binding upon and shall inure to the benefit of Assignor, Assignee, and their respective legal representatives, heirs, successors and assigns. IN WITNESS WHEREOF, the parties hereto have executed this Amendment the day and year first above written. CITY OF ELGIN CENTER CITY PLACE LIMITED a munic. al c PARTNERSHIP, an Illinois limited partnership By: By: Center City Joint Venture, an Illinois Nam . L ; c 4 joint venture, its general partner Title: By: Merriam/Zuba, Ltd., an Illinois corporation, its managing venturer By: Name: 11 A) z y .7 v b a Title: (1494.AM 2 NOV-25-92 WED 10:22 CITY of 'ELGIN-LEGAL FAX NO. 17089315665 P,ea P. 01 -.NOV-C9-1992 11156 FRQ1 IECK-MRHIN-LATE TO . • • DI M2P ggin.AGR ZMIENf RID T This Development Agreement Rider ("Rider") is attached to and made a part of the Development Agreement dated July 8, 1992, by and between the City of Elgin, Illinois and Center City Joint Venture. The parties hereto agree that the following covenants, terms, and conditions shall be part of and shaJ modify or supplement the Development Agreement and that in the event of any inconsistency or conflict between the covenants, terms, and conditions of the Development Agreement and this Rider, the following covenants, terms, and conditions shell control and prevail. 1. The Development Agreement Is a nonrecourse obligation of Developer. Neither Developer nor any of the general and limited partners of the Project Partnership, nor any other party shall have any personal liability for the Development Agreement. The sale recourse of the City under the Development Aggreemeet shall be the exercise of its rights against the Project and related security thereunder. 2 Neither the withdrawal, removal, repLecemrnt, and/or addition of a general end/or limited partner of the Project Partnership, nor the withdrawal, replacement, and/or addition. of any of its limited partners' general partners, shall constitute a default under the Development Agreement provided that any required substitute general partner is reasonably acceptable to the City and is se'eeted with reasonable promptness. • 3. If a moxaetary event of default occurs under the terms of the Development Agreement, prior to exercising any remedies thereunder, the City shall give Developer and each of the general and limited partners of the Project Partnership, as identified to the City, simultaneous written notice of such default, Developer shall have a period of thirty (30) days after such notice is even within which to cure the default prior to exercise of remedies by the City ender the Development Agreement. 4. If a noamonetaty event of default occurs under the Development Agreement, prior to exercising any remedies thereunder the City shall give Developer and each of the general end limited pager, of the Project Partnership, as identined to the City, simultaneous written notice of such default. If the default is reasonably capable of being cured within thirty(30) days, Developer shall have such period to effect a cure prior to exercise of remedies by the City under the Development Agreement. If the default is such that it Is not reasonably capable of being cured within thirty(30) days, and if Developer(a) initiates corrective action within said period, and (b5 diligently, continually, and in good faith works to effect a cure as soon as possible, then Developer shall have such additional time as is reasonably necessary CO cure the default prior to exercise of any remedies by tee City. If Developer falls to take corrective action or to cure the default within a reasonable time, the City shall give Developer and each of the general and limited partners of the Project Partnership written notice thereof,whereupon the limited partner may remove and replace the general partner with a substitute metal, partner who shall effect a cure within a ' NOV-25-92 WED 10:23 CITY of ELGIN-LEGAL FAX NO, 17089315665 P.� P. 02 • . 140V-09-I.932 11837 FRAM F iI N--CATf TO. reasonable time thereafter in accordance with the foregoing provisions. In Do event shall the City be precluded from exercising remedies if its security becomes or is about to become materially jeopardized by any failure to cure a default or the default is not cared within one hundred eighty (180) days der the first notice of default is given. 5. In the event of any fire or other casualty to the Project or eminent domain proceedings resulting in condemnation of the Project or aay pan thereof, Developer shall have the right to rebuild the Project, and to use all available insurance or condemnation proceeds therefor, provided that (a) such proceeds are sufficient to rebuild the Project or if such proceeds are insufficient then Developer shall have funded any def cieacy, (b) the City sill! have the right to approve plans and speci&cations for any major rebuilding and the right to approve disbursements of insu.ramco or condcrrnaaon roceeds for rebuiidi.rg under a construction escrow o; similar arrangement, and c) no other material default then exists under the Development Agreement the casualty or coiidernnatiort affects only part of the Project and total rebuilding is infeasible, then proceeds may be used for partial rebuilding. 6. There shall be no default for construction or rehabilitation delays beyond the reasonable control of Developer. provided that such delays do not exceed one hundred eighty (180) days. 7. In any approval, consent, or other determination by the (IV required under the Development Agreement, the City shall act reasonably and in good faith. cerpav•s3slo31A) • • in 1 �-__ _! 40)/ In = 7fvNr 0, Agenda Item No . n ( 10 November 24, 1992 TO: Mayor and Members of the City Council FROM: Larry L. Rice, City Manager SUBJECT: Center City Place PURPOSE The purpose of this memorandum is to forward to the Mayor and City Council an amendment to the Development Agree- ment with Center City Place Limited Partnership. BACKGROUND In July, the City Council approved an agreement with the North West Housing Partnership and Merriam/Zuba Ltd. for the redevelopment of the former Douglas Hotel into 45 apartment units for senior citizens . The agreement set forth a project completion date of July 31, 1993 . Due to delays in the initi- ation of the project, the developers have requested the project completion date be changed to November 1, 1993 . Moreover, the amendment incorporates by reference a rider which includes "housekeeping" items . The idea has been re- viewed by the Legal Department and is acceptable. The pro- posed amendment to the agreement is attached. FINANCIAL IMPACT Not applicable. RECOMMENDATION The staff recommends the City Council authorize the execution of the FIRST AMENDMENT TO THE DEVELOPMENT AGREEMENT. Larr1).-1. Rice, ity Manager LLR:amp Attachment